Director at Humana (HUM) receives 852 RSUs in $200,000 board compensation grant

Q: What did Humana (HUM) director Robert Stuart Field report in this Form 4?

Robert Stuart Field reported receiving a grant of 852 restricted stock units (RSUs) of Humana common stock. This initial award equals $200,000 in RSUs under Humana’s annual Director Compensation Program and 2026 Stock Incentive Plan.

Q: What is the total value of the RSUs granted to the Humana (HUM) director?

The initial award is described as $200,000 worth of restricted stock units . This amount reflects the grant-date value of the 852 RSUs issued under Humana’s annual Director Compensation Program for board members.

Q: What are the forfeiture conditions on this Humana (HUM) RSU grant?

The filing states the RSU award will be forfeited in its entirety if the director’s service is less than one year. Continued service on Humana’s board for at least one year is required to retain the 852 granted RSUs.

Q: Is this Humana (HUM) RSU grant considered an open-market purchase or a compensation award?

This transaction is a compensation-related grant , not an open-market purchase. The Form 4 labels it as a grant or award acquisition, exempt under Rule 16b-3(d)(1) & (3) , as part of Humana’s director compensation and stock incentive programs.

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Field Robert Stuart reported acquisition or exercise transactions in this Form 4 filing.

Humana Inc. director Robert Stuart Field received a grant of 852 restricted stock units (RSUs) of Humana common stock. The award represents an initial grant of $200,000 in RSUs under the company’s annual Director Compensation Program and 2026 Stock Incentive Plan.

Each RSU carries a right to receive one share of Humana common stock and is reported as exempt under Rule 16b-3(d)(1) & (3). The entire award will be forfeited if his board service is less than one year. Following this grant, he directly holds 852 RSUs.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Field Robert Stuart

Role null

Type	Security	Shares	Price	Value
Grant/Award	Humana Common	852	$0.00	--

Holdings After Transaction: Humana Common — 852 shares (Direct, null)

Footnotes (1)

Right to receive one share per restricted stock unit pursuant to the Company's 2026 Stock Incentive Plan. Includes 852 restricted stock units representing a contingent right to receive one share of Humana Inc. common stock, exempt under Rule 16b-3(d)(1) & (3). Initial award of $200,000 worth of restricted stock units pursuant to the annual Director Compensation Program. Award will be forfeited in its entirety if service is less than one year.

Key Figures

RSUs granted: 852 RSUs Grant value: $200,000 Post-transaction holdings: 852 RSUs

3 metrics

RSUs granted 852 RSUs Initial director award under 2026 Stock Incentive Plan

Grant value $200,000 Initial award amount under annual Director Compensation Program

Post-transaction holdings 852 RSUs Direct holdings following the grant

Key Terms

restricted stock units, 2026 Stock Incentive Plan, annual Director Compensation Program, Rule 16b-3(d)(1) & (3)

4 terms

restricted stock units financial

"Includes 852 restricted stock units representing a contingent right to receive one share"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

2026 Stock Incentive Plan financial

"Right to receive one share per restricted stock unit pursuant to the Company's 2026 Stock Incentive Plan"

annual Director Compensation Program financial

"Initial award of $200,000 worth of restricted stock units pursuant to the annual Director Compensation Program"

Rule 16b-3(d)(1) & (3) regulatory

"exempt under Rule 16b-3(d)(1) & (3)"

Form 4 Insider Transactions: What Each Field Means →

05/05/2026 - 01:51 PM

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).

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^*

Field Robert Stuart

(Last)

(First)

(Middle)

HUMANA INC.

101 E. MAIN STREET

(Street)

LOUISVILLE

KENTUCKY

40202

(City)

(State)

(Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/01/2026

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

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

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Humana Common⁽¹⁾	05/01/2026		A		852⁽²⁾	A	$0	852⁽¹⁾⁽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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Right to receive one share per restricted stock unit pursuant to the Company's 2026 Stock Incentive Plan. Includes 852 restricted stock units representing a contingent right to receive one share of Humana Inc. common stock, exempt under Rule 16b-3(d)(1) & (3).

2. Initial award of $200,000 worth of restricted stock units pursuant to the annual Director Compensation Program. Award will be forfeited in its entirety if service is less than one year.

	Robert Stuart Field	05/05/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Humana (HUM) director Robert Stuart Field report in this Form 4?

Robert Stuart Field reported receiving a grant of 852 restricted stock units (RSUs) of Humana common stock. This initial award equals $200,000 in RSUs under Humana’s annual Director Compensation Program and 2026 Stock Incentive Plan.

How many Humana (HUM) shares does each RSU represent in this award?

Each restricted stock unit in this award represents a contingent right to receive one share of Humana Inc. common stock. In total, the 852 RSUs correspond to 852 potential shares, subject to the plan’s vesting and forfeiture conditions.

What is the total value of the RSUs granted to the Humana (HUM) director?

The initial award is described as $200,000 worth of restricted stock units. This amount reflects the grant-date value of the 852 RSUs issued under Humana’s annual Director Compensation Program for board members.

What are the forfeiture conditions on this Humana (HUM) RSU grant?

The filing states the RSU award will be forfeited in its entirety if the director’s service is less than one year. Continued service on Humana’s board for at least one year is required to retain the 852 granted RSUs.

Is this Humana (HUM) RSU grant considered an open-market purchase or a compensation award?

This transaction is a compensation-related grant, not an open-market purchase. The Form 4 labels it as a grant or award acquisition, exempt under Rule 16b-3(d)(1) & (3), as part of Humana’s director compensation and stock incentive programs.

How many Humana (HUM) RSUs does the director hold after this transaction?

After the reported transaction, the director directly holds 852 restricted stock units. These RSUs provide a contingent right to receive 852 Humana common shares, assuming the one-year service and other plan conditions are satisfied.