Humana (NYSE: HUM) SVP granted 5,669 shares, withholds stock for taxes

Rhea-AI Filing Summary

Humana Inc. senior vice president John‑Paul W. Felter reported several equity-related transactions in Humana common stock. On February 23, 2026, he acquired 5,669 shares through a grant or award at no stated price, increasing his direct holdings.

On February 24, 2026, he acquired a further 165 shares via exercise or conversion of a derivative security, then disposed of 84 shares at $177.075 per share to cover tax liabilities tied to performance stock units vesting on that date, with no value received in return. After these transactions he directly owned 7,484 shares, which include 6,417 restricted stock units that each represent a contingent right to one share of Humana common stock and are exempt under the company’s 2019 Amended & Restated Plan. Footnotes also state that additional performance stock units are not required to be reported until vesting on February 24, 2026.

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^*

Felter John-Paul W.

(Last) (First) (Middle)

HUMANA INC.

101 E. 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)
	SVP, Chief Accting Off & Cont.

3. Date of Earliest Transaction (Month/Day/Year)
02/23/2026

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	02/23/2026		A		5,669	A	$0	7,403	D
Humana Common	02/24/2026		M		165(2)	A	$0	7,568	D
Humana Common	02/24/2026		F		84(3)	D	$177.075	7,484(1)	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

Explanation of Responses:

1. Includes 6,417 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.

2. Includes Performance Stock Units not required to be reported until vesting on 2/24/26.

3. Shares disposed of represent payment for tax liability on performance stock units vesting 2/24/26. No value was received in return.

	John-Paul W. Felter	02/25/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did Humana (HUM) report for John-Paul W. Felter?

Humana reported that John‑Paul W. Felter received a 5,669‑share stock award, exercised into 165 additional common shares, and disposed of 84 shares to satisfy tax liabilities related to vesting performance stock units, all over February 23–24, 2026.

Did the Humana (HUM) insider Form 4 show open-market stock sales?

The Form 4 shows no open‑market sales. The only disposition was 84 shares delivered at $177.075 per share solely to pay tax liabilities on vesting performance stock units, with footnotes clarifying that no value was received in return for those shares.

How many Humana shares does John-Paul W. Felter directly own after these transactions?

After the reported transactions, John‑Paul W. Felter directly owns 7,484 shares of Humana common stock. This figure includes 6,417 restricted stock units, each representing a contingent right to receive one share under Humana’s 2019 Amended & Restated Plan.

What type of equity award did the Humana (HUM) executive receive on February 23, 2026?

On February 23, 2026, the Humana executive received a grant or award of 5,669 shares of Humana common stock at no stated purchase price. The filing labels this as a grant, award, or other acquisition, increasing his directly held equity position.

How were taxes handled on the Humana (HUM) performance stock units vesting February 24, 2026?

Taxes on the vesting performance stock units were paid by delivering 84 Humana shares at $177.075 per share. Footnotes specify these shares were disposed of solely for tax liability payment and that the reporting person received no cash or other value in return.

What restricted and performance stock units are noted in the Humana (HUM) Form 4 footnotes?

Footnotes state Felter’s holdings include 6,417 restricted stock units, each convertible into one Humana share under the 2019 Amended & Restated Plan, and additional performance stock units that are not required to be reported until they vest on February 24, 2026.