Humana Inc. ownership disclosure: Dodge & Cox reports beneficial ownership of 11,380,673 shares of Common Stock, representing 9.5% of the class. The filing states sole voting power of 10,742,448 shares and sole dispositive power of 11,380,673 shares. The report notes that Dodge & Cox Stock Fund holds 7,551,500 shares (6.3%) as part of the aggregated interest.
Positive
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Negative
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Insights
Dodge & Cox holds a significant passive stake in Humana.
Dodge & Cox reports beneficial ownership of 11,380,673 shares, equal to 9.5% of Humana's common stock as disclosed in the amendment. The filing classifies the position as a Schedule 13G/A, indicating passive investment intent rather than activist intent.
Watch for future amendments or Schedule 13D changes; subsequent filings would show any shift from passive to active ownership.
Filing aligns with 13G/A disclosures for institutional holders.
The amendment identifies clients of Dodge & Cox as the ultimate recipients of dividends/proceeds and specifies that Dodge & Cox Stock Fund holds 7,551,500 shares (6.3%) of the class. The signature is by the Chief Compliance Officer, dated 05/14/2026.
Filing elements to note: ownership percentages, voting and dispositive power counts, and the Investment Company Act disclosure language.
Key Figures
Beneficially owned:11,380,673 sharesPercent of class:9.5%Sole voting power:10,742,448 shares+3 more
Percent of class9.5%percent of common stock beneficially owned
Sole voting power10,742,448 sharessole power to vote or direct the vote
Sole dispositive power11,380,673 sharessole power to dispose or direct disposition
Dodge & Cox Stock Fund holding7,551,500 sharesholding by Dodge & Cox Stock Fund (Investment Company)
Filing signature date05/14/2026signature date of amendment
Key Terms
Schedule 13G/A, beneficially owned, Investment Company Act of 1940, sole dispositive power
4 terms
Schedule 13G/Aregulatory
"Amendment No. 1 and the form header indicating passive ownership disclosure"
A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.
beneficially ownedfinancial
"Item 4(a) Amount beneficially owned: 11,380,673"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
Investment Company Act of 1940regulatory
"Clients including investment companies registered under the Investment Company Act of 1940"
A U.S. federal law that sets the rulebook for pooled investment vehicles such as mutual funds, exchange-traded funds and similar money managers, requiring them to register with regulators, disclose holdings and fees, limit conflicts of interest, and follow governance standards. It matters to investors because these protections and transparency rules act like a referee and scoreboard, helping people compare funds, trust that managers follow fair practices, and spot hidden costs or risks.
sole dispositive powerfinancial
"Item 4(iii) Sole power to dispose or to direct the disposition of: 11,380,673"
Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
HUMANA INC.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
444859102
(CUSIP Number)
03/31/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
444859102
1
Names of Reporting Persons
Dodge & Cox
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
CALIFORNIA
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
10,742,448.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
11,380,673.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
11,380,673.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
9.5 %
12
Type of Reporting Person (See Instructions)
IA
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
HUMANA INC.
(b)
Address of issuer's principal executive offices:
101 East Main Street, Louisville, Kentucky 40202
Item 2.
(a)
Name of person filing:
Dodge & Cox
(b)
Address or principal business office or, if none, residence:
555 California Street 40th Floor, San Francisco, CA 94104
(c)
Citizenship:
California, USA
(d)
Title of class of securities:
Common Stock
(e)
CUSIP No.:
444859102
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
11,380,673
(b)
Percent of class:
9.5 %
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
10,742,448
(ii) Shared power to vote or to direct the vote:
0
(iii) Sole power to dispose or to direct the disposition of:
11,380,673
(iv) Shared power to dispose or to direct the disposition of:
0
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
The clients of Dodge & Cox, including investment companies registered under the Investment Company Act of 1940 and other managed accounts, have the right to receive or power to direct the receipt of dividends from, and the proceeds from the sale of, HUMANA INC.
Dodge & Cox Stock Fund, an investment company registered under the Investment Company Act of 1940, has an interest of 7,551,500 or 6.3%, of the class of securities reported herein.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dodge & Cox reports beneficial ownership of 11,380,673 shares, equal to 9.5% of Humana's common stock, per the Schedule 13G/A amendment.
Does the filing show who controls dividends or sale proceeds for the HUM shares?
Yes. The filing states the clients of Dodge & Cox have the right to receive dividends and proceeds, and specifically names Dodge & Cox Stock Fund as holding 7,551,500 shares (6.3%).
What voting and dispositive powers does Dodge & Cox report for HUM?
The filing discloses sole voting power for 10,742,448 shares and sole dispositive power for 11,380,673 shares of Humana common stock.
What type of SEC filing is this for HUM and what does it imply?
This is a Schedule 13G/A amendment, which indicates an institutional investor's passive reporting of beneficial ownership rather than an activist or acquiring intent under Schedule 13D.
When was the disclosure signed for the HUM ownership filing?
The Schedule 13G/A amendment was signed by Katherine M. Primas, Chief Compliance Officer, on 05/14/2026, per the filing's signature block.
