0000049071-13-000003.txt : 20130102 0000049071-13-000003.hdr.sgml : 20130101 20130102180718 ACCESSION NUMBER: 0000049071-13-000003 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20121228 FILED AS OF DATE: 20130102 DATE AS OF CHANGE: 20130102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MURRAY JAMES E CENTRAL INDEX KEY: 0001018658 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-05975 FILM NUMBER: 13503198 MAIL ADDRESS: STREET 1: 500 WEST MAIN STREET CITY: LOUISVILLE STATE: KY ZIP: 40202 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 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2012-12-28 0000049071 HUMANA INC HUM 0001018658 MURRAY JAMES E HUMANA INC. 500 WEST MAIN STREET LOUISVILLE KY 40202 0 1 0 0 EVP & COO Humana Common 3983 I See Footnote Humana Common 2012-12-28 4 G 0 191 0 D 92262 D Humana Common 1356 I See Footnote Humana Common 14400 I See Footnote Humana Common 2012-12-28 4 I 0 25815 67.51 D 0 I See Footnote Options 69.475 2015-02-21 Humana Common 38234 38234 D Options 46.40 2017-02-18 Humana Common 19042 19042 D Options 61.18 2018-02-17 Humana Common 26140 26140 D Options 88.6475 2019-02-23 Humana Common 48747 48747 D Restricted Stock Units Humana Common 8867 8867 D Restricted Stock Units Humana Common 28668 28668 D Restricted Stock Units Humana Common 9476 9476 D Phantom Stock Units 74.47 2012-12-31 4 J 0 102 74.47 A Humana Common 102 29947 I See Footnote Phantom Stock Units 2012-12-31 4 I 0 29947 67.51 D Humana Common 29947 0 I See Footnote Shares held by reporting person's spouse. Shares held in The Murray Family Partnership. Stock units held for the benefit of reporting person under the Humana Retirement & Savings Plan, including a routine disposition of shares to fund an administrative fee assessment under a Tax-Conditioned Plan. All transactions are exempt under Rule 16b-3(c). Transaction being reported is an interplan discretionary transfer of 100% of the Humana Common Stock Fund. Right to buy pursuant to Company's 2003 Stock Incentive Plan. Incentive and Non-Qualified stock options granted to reporting person on 2/21/08, NQ options vesting in three increments from 2/21/09 to 2/21/11, and ISO's vesting on 2/21/11. Reporting person was granted the maximum number of Incentive stock options allowed and remaining options were granted as Non-Qualified stock options. The option grant vests in three increments from 2/18/11 to 2/18/13. Reporting person was granted the maximum number of Incentive stock options allowed and remaining options were granted as Non-Qualified stock options. The option grant vests in three increments from 2/17/12 to 2/17/14. Reporting person was granted the maximum number of Incentive stock options allowed and remaining options were granted as Non-Qualified stock options. The option grant vests in three increments from 2/23/13 to 2/23/15. Right to receive one share per restricted stock unit pursuant to the Company's 2003 Stock Incentive Plan. Each restricted stock unit represents a contingent right to receive one share of Humana Inc. common stock, exempt under Rule 16b-3(d)(1) & (3). Restricted stock units granted to reporting person on 2/17/11, 100% of the award is vesting on 2/17/14. Restricted stock units granted to reporting person on 11/7/11, 100% of the award is vesting on 11/7/13. Restricted stock units granted to reporting person on 2/23/12, 100% of the award is vesting on 2/23/15. Phantom Stock Units held for the benefit of reporting person as of December 31, 2012 based on the value of Humana common stock on a 1-for-1 basis, under the Humana Retirement Equalization Plan. Transaction reported reflects that one hundred two (102) shares acquired for a quarterly allocation (allocated last business day of each quarter) of dividend equivalents under the Plan using the closing price on the dividend payable date of October 26, 2012 of $74.47. (The ending number of units reflects the normal fluctuation due to changes in the stock price) Transfer of Shares from Family Partnership to Family Trust - Mr. Murray's spouse is the trustee and his family members are the beneficiaries. Phantom Stock Units held for the benefit of reporting person as of December 31, 2012 based on the value of Humana common stock on a 1-for-1 basis, under the Humana Retirement Equalization Plan. Transaction being reported is an interplan discretionary transfer of 100% of the Humana Common Stock Fund. James E. Murray 2013-01-02