O'Hara Michelle A. 4

What Happened
Michelle A. O'Hara, Chief Human Resources Officer of Humana Inc., received an award of 10,485 restricted stock units (RSUs) on May 1, 2026. The Form 4 lists the transaction as an award/acquisition (code A) at $0.00 per unit (no cash exchanged). This is a compensation grant rather than an open‑market purchase or sale.

Key Details

• Transaction date: 2026-05-01; Filed: 2026-05-05. (Form 4 was filed four days after the transaction; Form 4s are normally due within two business days, so this filing may be late.)
• Transaction type/code: Grant / Award (A).
• Shares/units granted: 10,485 RSUs; price reported: $0.00 (award grant).
• Shares owned after transaction: Not specified in the provided filing data.
• Footnote: The filing notes inclusion of 17,997 restricted stock units that represent contingent rights to receive one share each; these RSUs are reported as exempt under Rule 16b-3 under the company’s 2019 Amended & Restated and 2026 Stock Incentive Plans.

Context
RSUs are a form of equity compensation that typically convert into shares only if vesting conditions (service or performance) are met; they do not represent immediate market purchases or sales. Because this was a grant, it should be viewed as executive compensation rather than a direct signal of buying or selling interest. The Rule 16b-3 exemption noted in the footnote means the grant is treated under standard insider compensation exemptions rather than subject to short‑swing profit rules.