Humana Inc. filed SEC Form 8-K: Leadership Update, Financial Statements and Exhibits
$HUM
Medical Specialities
Health Care
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 23, 2024 (October 23, 2024)
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(d) Effective October 23, 2024, the Board of Directors (the “Board”) of Humana Inc. (the “Company”) expanded its number of authorized directors from eleven to twelve and elected Gordon Smith as a director of the Company.
The Board of Directors has determined that (i) Mr. Smith is independent within the meaning of the New York Stock Exchange’s director independence standards; and (ii) there are no material transactions involving Mr. Smith and the Company.
Mr. Smith will be compensated in accordance with the Company’s standard compensation policies and practices for the Board, the components of which were disclosed by the Company in its current report on Form 8-K filed with the U.S. Securities and Exchange Commission on August 21, 2023. In connection with his election to the Board, Mr. Smith also will be granted restricted stock units (RSUs) in accordance with the Company’s director compensation program. Mr. Smith has not yet been appointed to any committees of the Board.
On October 23, 2024, the Company issued a press release announcing the election of Mr. Smith, a copy of which is attached hereto as Exhibit 99.1, and is incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
| Exhibit No. | Description | ||||
| 99.1 | |||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | ||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.
| HUMANA INC. | |||||
| BY: | /s/ Joseph M. Ruschell | ||||
| Joseph M. Ruschell | |||||
| Vice President, Associate General Counsel & Corporate Secretary | |||||
Dated: October 23, 2024