HUM Form 4: Officer Sells 240 Shares at $253.12; 609 RSUs Vest

George Renaudin II, an officer of Humana Inc. (HUM), reported changes in his beneficial ownership on transactions dated 10/01/2025.

Rhea-AI Filing Summary

George Renaudin II, an officer of Humana Inc. (HUM), reported changes in his beneficial ownership on transactions dated 10/01/2025. The filing shows 609 restricted stock units vested/added (transaction code M) and a disposition of 240 shares sold at $253.12, leaving him with 16,071 shares directly beneficially owned after the sale.

The Form 4 also discloses outstanding equity awards: stock options covering 4,162 shares with a conversion/exercise price of $510.2425 (exercisable 02/24/2030) and 6,966 shares with a $367.21 exercise price (exercisable 02/21/2031). The filing notes 11,165 restricted stock units included in the total and 172 phantom stock units held indirectly under the company plans.

Positive

• 609 restricted stock units vested on 10/01/2025, demonstrating compensation plan payouts
• Officer retains substantial long-term equity: 4,162 and 6,966 option shares outstanding with multi-year exercisability

Negative

• 240 shares were disposed of at $253.12 on 10/01/2025, representing an immediate reduction in direct holdings
• Outstanding option strike prices include $510.2425, which is above the disclosed sale price of $253.12

Insights

Corporate Governance Expert

Officer reported routine vesting and a small disposition; no unusual insider activity.

The Form 4 shows a 609-unit restricted stock vesting event on 10/01/2025 and a contemporaneous sale of 240 shares at $253.12 to cover tax liabilities per the footnotes. These are common, Rule 16b-3-exempt compensation plan events disclosed by officers rather than market-timing trades.

The filing records both direct and indirect holdings, including retirement-plan and phantom-unit balances, clarifying the officer's long-term alignment with shareholders.

Compensation & Equity Awards Analyst

Significant outstanding option grants remain unexercised with multi-year vesting horizons.

The officer holds options for 4,162 shares at $510.2425 (exercisable 02/24/2030) and 6,966 shares at $367.21 (exercisable 02/21/2031), indicating multi-year incentive structures from grants dated 02/24/2023 and 02/21/2024 respectively as noted in the footnotes. The vesting schedule and presence of phantom and retirement-plan units show a mix of near-term and long-term compensation vehicles.

Insider Trade Summary

609 shares exercised/converted

Exercise 8 txns

Insider Renaudin George II

Role President, Insurance

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	609	$0.00	$0.00
Exercise	Humana Common	609	$0.00	$0.00
Exercise Price or Tax Liability	Humana Common	240	$253.12	$61K
holding	Options	--	--	--
holding	Options	--	--	--
holding	Restricted Stock Units	--	--	--
holding	Phantom Stock Units	--	--	--
holding	Humana Common	--	--	--

Holdings After Transaction: Restricted Stock Units — 360 contracts (Direct); Humana Common — 16,071 shares (Direct); Options — 11,128 contracts (Direct); Phantom Stock Units — 172 contracts (Indirect, See Footnote); Humana Common — 527 shares (Indirect, See Footnote)

Footnotes (9)

1. F1. Shares held for the benefit of reporting person as of September 30, 2025 under the Humana Retirement Savings Plan including routine payroll deductions, quarterly dividend allocation, and a routine disposition of shares to fund an administrative fee assessment under a Tax-Conditioned Plan, exempt under Rule 16b-3(c).
2. F2. Right to buy pursuant to Company's 2019 Amended & Restated Stock Incentive Plan. Incentive and Non-Qualified stock options granted to reporting person on 02/24/2023, vesting in three annual increments from 2/24/24 to 2/24/26.
3. F3. Right to buy pursuant to Company's 2019 Amended & Restated Stock Incentive Plan. Incentive and Non-Qualified stock options granted to reporting person on 02/21/2024, vesting in three annual increments from 2/21/25 to 2/21/27.
4. F4. Right to receive one share per restricted stock unit pursuant to the Company's 2019 Amended & Restated 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).
5. F5. Restricted stock units granted to reporting person on 10/1/2022, 100% of the award is vesting on 10/1/2025.
6. F6. Restricted stock units granted to reporting person on 2/24/2023, 33% of the award is vesting on 12/15/23, 12/15/24, and 12/15/25.
7. F7. Includes 11,165 restricted stock units representing a contingent right to receive one share of Humana Inc. common stock, exempt under Rule 16b-3(d)(1)&(3) under the Company's 2019 Amended & Restated Plan.
8. F8. Phantom Stock Units held for the benefit of reporting person as of September 30, 2025 based on the value of Humana common stock on a 1-for-1 basis, under the Humana Retirement Equalization Plan. Contributions are made once annually and reported within 2 business days of the contribution date with the transaction code "J". The ending number of units reflects normal fluctuation due to changes in stock price.
9. F9. Shares disposed of represent payment for tax liability on restricted stock vesting on 10/1/25. No value was received in return.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

Who filed the Form 4 for HUM and what is their role?

The Form 4 was filed by George Renaudin II, an officer of Humana Inc. serving as President, Insurance.

What transactions were reported on 10/01/2025 for HUM insider George Renaudin II?

The filing reports the vesting/acquisition of 609 restricted stock units and the disposition of 240 shares sold at $253.12 on 10/01/2025.

How many Humana option shares does the reporting person hold and at what prices?

The reporting person holds options for 4,162 shares at an exercise price of $510.2425 (exercisable 02/24/2030) and 6,966 shares at $367.21 (exercisable 02/21/2031).

How many shares does George Renaudin II beneficially own after the reported transactions?

After the transactions on 10/01/2025, the filing shows 16,071 shares directly beneficially owned.

Are there indirect holdings disclosed in the Form 4 for HUM?

Yes. The filing discloses 527 shares indirectly held under the Humana Retirement Savings Plan and 172 phantom stock units held indirectly under the Humana Retirement Equalization Plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 10/03/2025 - 09:13 AM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Renaudin George II

(Last) (First) (Middle)

HUMANA INC.

500 W. MAIN STREET

(Street)

LOUISVILLE KY 40202

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HUMANA INC [ HUM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, Insurance

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Humana Common	10/01/2025		M		609	A	$0	16,311(7)	D
Humana Common	10/01/2025		F		240(9)	D	$253.12	16,071	D
Humana Common								527	I	See Footnote(1)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Options(2)	$510.2425							(2)	02/24/2030	Humana Common	4,162		4,162	D
Options(3)	$367.21							(3)	02/21/2031	Humana Common	6,966		6,966	D
Restricted Stock Units(4)	(4)	10/01/2025		M			609	(5)	(5)	Humana Common	609	$0	0	D
Restricted Stock Units(4)	(4)							(6)	(6)	Humana Common	360		360	D
Phantom Stock Units(8)	(8)							(8)	(8)	Humana Common	172		172	I	See Footnote(8)

Explanation of Responses:

1. Shares held for the benefit of reporting person as of September 30, 2025 under the Humana Retirement Savings Plan including routine payroll deductions, quarterly dividend allocation, and a routine disposition of shares to fund an administrative fee assessment under a Tax-Conditioned Plan, exempt under Rule 16b-3(c).

2. Right to buy pursuant to Company's 2019 Amended & Restated Stock Incentive Plan. Incentive and Non-Qualified stock options granted to reporting person on 02/24/2023, vesting in three annual increments from 2/24/24 to 2/24/26.

3. Right to buy pursuant to Company's 2019 Amended & Restated Stock Incentive Plan. Incentive and Non-Qualified stock options granted to reporting person on 02/21/2024, vesting in three annual increments from 2/21/25 to 2/21/27.

4. Right to receive one share per restricted stock unit pursuant to the Company's 2019 Amended & Restated 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).

5. Restricted stock units granted to reporting person on 10/1/2022, 100% of the award is vesting on 10/1/2025.

6. Restricted stock units granted to reporting person on 2/24/2023, 33% of the award is vesting on 12/15/23, 12/15/24, and 12/15/25.

7. Includes 11,165 restricted stock units representing a contingent right to receive one share of Humana Inc. common stock, exempt under Rule 16b-3(d)(1)&(3) under the Company's 2019 Amended & Restated Plan.

8. Phantom Stock Units held for the benefit of reporting person as of September 30, 2025 based on the value of Humana common stock on a 1-for-1 basis, under the Humana Retirement Equalization Plan. Contributions are made once annually and reported within 2 business days of the contribution date with the transaction code "J". The ending number of units reflects normal fluctuation due to changes in stock price.

9. Shares disposed of represent payment for tax liability on restricted stock vesting on 10/1/25. No value was received in return.

	George Renaudin II	10/03/2025
	** Signature of Reporting Person	Date
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