-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, RcgIDc3QIyqEYaoVbn0rj3XF9RL0LT3EtSs4IOr8H4Jh6zWZwGcNT8ek14o0AH8s LNP3Wnt+hZ+mnKNnphC/JQ== 0000049071-05-000028.txt : 20050228 0000049071-05-000028.hdr.sgml : 20050228 20050228115341 ACCESSION NUMBER: 0000049071-05-000028 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20050224 FILED AS OF DATE: 20050228 DATE AS OF CHANGE: 20050228 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: HUMANA INC CENTRAL INDEX KEY: 0000049071 STANDARD INDUSTRIAL CLASSIFICATION: HOSPITAL & MEDICAL SERVICE PLANS [6324] IRS NUMBER: 610647538 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 500 W MAIN ST CITY: LOUISVILLE STATE: KY ZIP: 40202 BUSINESS PHONE: 5025801000 MAIL ADDRESS: STREET 1: 500 W. MAIN ST CITY: LOUISVILLE STATE: KY ZIP: 40202 FORMER COMPANY: FORMER CONFORMED NAME: EXTENDICARE INC DATE OF NAME CHANGE: 19740404 FORMER COMPANY: FORMER CONFORMED NAME: HERITAGE HOUSE OF AMERICA INC DATE OF NAME CHANGE: 19671129 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LISTON THOMAS J CENTRAL INDEX KEY: 0001119596 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-05975 FILM NUMBER: 05643905 BUSINESS ADDRESS: BUSINESS PHONE: 5025801000 MAIL ADDRESS: STREET 1: 500 WEST MAIN STREET CITY: LOUISVILLE STATE: KY ZIP: 40202 4 1 edgar.xml PRIMARY DOCUMENT X0202 4 2005-02-24 0000049071 HUMANA INC HUM 0001119596 LISTON THOMAS J HUMANA INC. 500 WEST MAIN STREET LOUISVILLE KY 40202 0 1 0 0 Sr VP-Strategy & Corp Dev Humana Common 2005-02-24 4 A 0 2100 .1667 A 43374 D Humana Common 2480 I See Footnote Humana Common 9586 I See Footnote Options 15.5938 2006-08-12 Humana Common 26370 26370 D Options 15.5938 2007-01-09 Humana Common 36680 36680 D Options 15.5938 2008-01-15 Humana Common 17400 17400 D Options 15.5938 2008-09-17 Humana Common 6090 6090 D Options 19.25 2009-01-15 Humana Common 20000 20000 D Options 9.5938 2009-09-09 Humana Common 10000 10000 D Options 7.0938 2010-07-13 Humana Common 50000 50000 D Options 32.70 2005-02-24 4 A 0 17900 32.70 A 2012-02-24 Humana Common 17900 17900 D Options 12.995 2012-03-13 Humana Common 10000 10000 D Options 9.26 2013-03-13 Humana Common 10000 10000 D Options 21.275 2014-02-24 Humana Common 10000 10000 D Each share of Common Stock contains a Right adopted on March 5, 1987, pursuant to the Company Rights Agreement, as amended and restated on February 14, 1996, and amended as of May 27, 1998 and March 1, 1999, which entitles holders of the Company's Common Stock, in the event certain specified events occur, to acquire 1/100 of a share of Series A Participating Preferred Stock at a price of $145 per fractional share. Shares held for the benefit of reporting person as of January 31, 2005 under the Humana Retirement & Savings Plan including a routine disposition of shares to fund an administrative fee assessment under a Tax-Conditioned Plan, both exempt under Rule 16b-3(c). Shares held by reporting person as custodian for three children. Right to buy pursuant to the Company's 1996 Stock Incentive Plan for Employees. Non-Qualified stock options granted to reporting person on 9/17/98 vesting on 9/17/99. Non-Qualified stock options granted to reporting person on 9/17/98 vesting on 1/9/00. Non-Qualified stock options granted to reporting person on 9/17/98 vesting on 1/15/01. Non-Qualified stock options granted to reporting person on 1/15/99 vesting in three increments from 1/15/00 to 1/15/02. Non-Qualified stock options granted to reporting person on 9/9/99, vesting in three increments from 9/9/00 and 9/9/02. Incentive and Non-Qualified stock options granted to reporting person on 7/13/00 vesting in three increments each from 7/13/01 to 7/13/03. Incentive and Non-Qualified stock options granted to reporting person on 3/13/02, NQ options vesting on 3/13/03, and ISO's vesting in two increments on 3/13/04 and 3/13/05. Incentive stock options granted to reporting person on 3/13/03 vesting in three increments from 3/13/04 to 3/13/06. Right to buy pursuant to the Company's 2003 Stock Incentive Plan. Incentive and Non-Qualified stock options granted to reporting person on 2/24/04, NQ vesting in two increments on 2/24/05 and 2/24/06, and ISO's vesting in three increments from 2/24/05 to 2/24/07. Incentive and Non-Qualified stock options granted to reporting person on 2/24/05, NQ options vesting in three increments from 2/24/06 to 2/24/08, and ISO's vesting in two increments on 2/24/07 and 2/24/08. Shares were incorrectly designated as Indirect on 12/30/04 Form 4. Thomas J. Liston 2005-02-24 -----END PRIVACY-ENHANCED MESSAGE-----