Humana 2009 Annual Report Download - page 41

PART II
ITEM 5. MARKET FOR THE REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER
MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
a) Market Information
Our common stock trades on the New York Stock Exchange under the symbol HUM. The following table
shows the range of high and low closing sales prices as reported on the New York Stock Exchange Composite
Price for each quarter in the years ended December 31, 2009 and 2008:
High Low
Year Ended December 31, 2009
First quarter ............................................ $45.80 $18.77
Second quarter .......................................... $32.62 $25.46
Third quarter ........................................... $40.67 $28.28
Fourth quarter .......................................... $45.75 $35.91
Year Ended December 31, 2008
First quarter ............................................ $86.98 $40.88
Second quarter .......................................... $51.11 $39.77
Third quarter ........................................... $50.03 $37.27
Fourth quarter .......................................... $41.26 $24.56
Unregistered Sales of Equity Securities and Use of Proceeds
We maintain the Humana Retirement and Savings Plan and the Humana Puerto Rico 1165(e) Retirement
Plan (which we refer to collectively as the Plans), each a qualified, combined retirement plan and 401(k) plan, for
the benefit of our employees, through which participants can elect, among other investment choices, to purchase
our common stock at market prices. Although none of the shares purchased by the Plans are purchased from us,
but are purchased by a third party administrator on the open market, it is the position of the SEC that, because we
sponsor the Plans, all of the securities offered pursuant to the Plans must be registered under the Securities Act of
1933. Based upon this interpretation, we recently determined that the number of shares of our common stock
purchased by participants under the Humana Retirement and Savings Plan may have exceeded the number of
shares registered under the registration statement covering the Plan, and shares purchased under the Humana
Puerto Rico 1165(e) Retirement Plan may not have been registered. Since these purchases were made by a third
party administrator on the open market, and not from us, we did not receive any proceeds from the sale of the
shares pursuant to the Plans. We have filed registration statements on Form S-8 to register future sales of our
common stock to participants in the Plans. We are in the process of determining any action we intend to take in
light of this situation. These shares have always been treated as outstanding for financial reporting purposes, and
we do not expect that the overall effect of this issuance of unregistered shares, including the exercise of any
applicable rescission rights by participants in the Plans, will have a material impact on our results of operations,
financial position, and cash flows. We may also be subject to monetary fines or other regulatory sanctions as
provided under applicable securities laws.
b) Holders of our Capital Stock
As of January 31, 2010, there were approximately 4,700 holders of record of our common stock and
approximately 78,800 beneficial holders of our common stock.
c) Dividends
Since February 1993, we have not declared or paid any cash dividends on our common stock. We do not
presently intend to pay dividends, and we currently plan to retain our earnings for future operations and growth
of our businesses.
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