Humana (NYSE: HUM) executive reports option exercise and tax share disposal

Rhea-AI Filing Summary

Humana Inc. disclosed an insider stock transaction by its President, Enterprise Growth, David Dintenfass. On 12/15/2025 he exercised stock options for 2,032 shares of Humana common stock at an exercise price of $0 under the company’s 2019 Amended & Restated Stock Incentive Plan.

On the same date, 918 shares were disposed of at $270.155 per share to cover tax liabilities on vested restricted stock units, leaving 15,316 shares of common stock held directly, including 11,202 restricted stock units that each represent a right to receive one share. He also continues to hold stock options covering 51,389 shares at an exercise price of $367.21 per share, expiring on 02/21/2031 and vesting in three annual installments from 02/21/2025 through 02/21/2027.

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

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Dintenfass David

(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, Enterprise Growth

3. Date of Earliest Transaction (Month/Day/Year)
12/15/2025

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	12/15/2025		M		2,032	A	$0	16,234	D
Humana Common	12/15/2025		F		918(3)	D	$270.155	15,316(2)	D

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(1)	$367.21							(1)	02/21/2031	Humana Common	51,389		51,389	D

Explanation of Responses:

1. 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.

2. Includes 11,202 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.

3. Shares disposed of represent payment for tax liability on restricted stock units vested on 12/15/25.

	David Dintenfass	12/17/2025
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did Humana (HUM) report in this Form 4?

The filing reports that David Dintenfass, Humana’s President, Enterprise Growth, exercised stock options for 2,032 shares of Humana common stock on 12/15/2025 and had shares disposed of to cover taxes on vested restricted stock units.

How many Humana (HUM) shares did David Dintenfass acquire and dispose of on 12/15/2025?

On 12/15/2025 he acquired 2,032 shares of Humana common stock through an option exercise at an exercise price of $0 and 918 shares were disposed of at $270.155 per share to satisfy tax liabilities related to vested restricted stock units.

What is David Dintenfass’s Humana (HUM) share ownership after these transactions?

After the reported transactions, David Dintenfass beneficially owns 15,316 shares of Humana common stock directly, which includes 11,202 restricted stock units that each represent a contingent right to receive one share.

What stock options does David Dintenfass hold in Humana (HUM) under the 2019 plan?

He holds stock options covering 51,389 shares of Humana common stock with an exercise price of $367.21 per share, granted under the company’s 2019 Amended & Restated Stock Incentive Plan, expiring on 02/21/2031 and vesting in three annual increments from 02/21/2025 to 02/21/2027.

Why were 918 Humana (HUM) shares disposed of in this filing?

The 918 shares disposed of on 12/15/2025 represent payment for tax liabilities on restricted stock units that vested on that date, as explained in the footnotes to the filing.

Does this Humana (HUM) Form 4 involve restricted stock units (RSUs)?

Yes. The filing notes that Dintenfass’s reported holdings include 11,202 restricted stock units, each representing a contingent right to receive one share of Humana common stock under the 2019 Amended & Restated Stock Incentive Plan.