-----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, FfQeMUcAriNubKl/0/C0BZSIzrnHWRVDzw4Urc+6AmE+c+UYlVRneM52d1n9dwvA QB3C1IAPbvgsR3IxJJkyFQ== 0000049071-05-000044.txt : 20050321 0000049071-05-000044.hdr.sgml : 20050321 20050321105405 ACCESSION NUMBER: 0000049071-05-000044 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20050317 FILED AS OF DATE: 20050321 DATE AS OF CHANGE: 20050321 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: GOODMAN BRUCE J CENTRAL INDEX KEY: 0001083933 STATE OF INCORPORATION: KY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-05975 FILM NUMBER: 05693313 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 2005-03-17 0000049071 HUMANA INC HUM 0001083933 GOODMAN BRUCE J HUMANA INC. 500 WEST MAIN STREET LOUISVILLE KY 40202 0 1 0 0 Sr VP & Chief Serv. & Info. Of Humana Common 113229 D Humana Common 2005-03-17 4 J 0 382 33.75 A 8486 I See Footnote Options 11.625 2009-04-12 Humana Common 50000 50000 D Options 9.5938 2009-09-09 Humana Common 3333 3333 D Options 32.70 2012-02-24 Humana Common 80000 80000 D Options 12.995 2012-03-13 Humana Common 30000 30000 D Options 12.515 2012-11-07 Humana Common 30000 30000 D Options 9.26 2013-03-13 Humana Common 33333 33333 D Options 21.275 2014-02-24 Humana Common 70000 70000 D Phantom Stock Units 2005-03-17 4 A 0 1948 33.75 A Humana Common 6078 6078 I See Footnote 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. Stock units held for the benefit of reporting person as of March 17, 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). The number of units being reported represent annual funding for the 2004 Plan year made on March 17, 2005. Right to buy pursuant to the Company's 1996 Stock Incentive Plan for Employees. Incentive and Non-Qualified stock options granted to reporting person on 4/12/99, vesting in four increments each from 4/12/01 to 4/12/04. Incentive and Non-Qualified stock options granted to reporting person on 9/9/99, NQ options vesting in two increments on 9/9/01 and 9/9/02, and ISO's vesting on 9/9/00. Incentive and Non-Qualified stock options granted to reporting person on 3/13/02, NQ options vesting in three increments from 3/13/03 to 3/13/05, and ISO's vesting on 3/13/05. Non-Qualified stock options granted to reporting person on 11/7/02, vesting in three increments from 11/7/03 to 11/7/05. Incentive and Non-Qualified stock options granted to reporting person on 3/13/03, NQ options vesting in three increments from 3/13/04 to 3/13/06, and ISO's vesting on 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 options vesting in three increments from 2/24/05 to 2/24/07, and ISO's vesting on 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 on 2/24/08. Phantom Stock Units held for the benefit of reporting person as of March 17, 2005, based on the value of Humana common stock on a 1-for-1 basis, under the Humana Excess Plan exempt under Rule 16b-3(c and d). The number of units being reported represent annual funding for the 2004 Plan year made on March 17, 2005. Bruce J. Goodman 2005-03-18 -----END PRIVACY-ENHANCED MESSAGE-----