---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-22-291138"
form_type: "8-K"
ticker: "HUM"
cik: "0000049071"
company_name: "HUMANA INC"
filed_at: "2022-11-22T23:59:59+00:00"
generated_at: "2026-06-21T14:24:07.256542+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.5
calibrated_materiality_score: 0.5
confidence: "high"
source: SEC EDGAR
---

# Humana closes $1.25B senior notes offering to refinance maturing 2022 debt

## Summary
- Issued $500M 5.750% notes due 2028 and $750M 5.875% notes due 2033.
- Net proceeds of ~$1.232B after discounts and expenses.
- Proceeds to repay $1.25B of 2.900% and 3.150% notes maturing December 2022.
- Remainder for general corporate purposes, including commercial paper repayment.
- Joint book-runners: BofA, Goldman Sachs, J.P. Morgan, PNC Capital Markets.

## SEC filing metadata
- accession: 0001193125-22-291138
- form_type: 8-K
- ticker: HUM
- cik: 0000049071
- company_name: HUMANA INC
- filed_at: 2022-11-22T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.5
- calibrated_materiality_score: 0.5
- confidence: high
- sec_items: 1.01, 2.03, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/49071/000119312522291138/0001193125-22-291138-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/49071/000119312522291138/d383861d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-22-291138
- JSON: https://secwatch.observer/filing/0001193125-22-291138.json
- Plain text: https://secwatch.observer/filing/0001193125-22-291138.txt

## Key facts
- Debt Financings
  HUMANA INC incurred senior notes of $750 million with The Bank of New York Mellon Trust Company, N.A. at 5.875% maturing March 1, 2033.
  - Instrument: senior notes
  - Principal: $750 million
  - Counterparty: The Bank of New York Mellon Trust Company, N.A.
  - Rate: 5.875%
  - Maturity: March 1, 2033
  - Event: incurrence
  source text: The Senior Notes were issued under an indenture dated as of August 5, 2003, by and between the Company and The Bank of New York Mellon Trust Company, N.A. (formerly known as The Bank of New York Trust Company, N.A.) (as successor to The Bank of New York), as trustee (the “Trustee”) (the “Original Indenture”), as supplemented by a twenty-second supplemental indenture, dated as of November 22, 2022, by and between the Company and the Trustee relating to the 2028 Senior Notes (the “Twenty-Second Supplemental Indenture” and, together with the Original Indenture, the “Twenty-Second Indenture”) and a twenty-third supplemental indenture, dated as of November 22, 2022, by and between the Company and the Trustee relating to the 2033 Senior Notes (the “Twenty-Third Supplemental Indenture” and, together with the Original Indenture, the “Twenty-Third Indenture,” and the Twenty-Second Indenture and T
  evidence_url: https://www.sec.gov/Archives/edgar/data/49071/000119312522291138/0001193125-22-291138-index.htm
- Debt Financings
  HUMANA INC incurred senior notes of $500 million with The Bank of New York Mellon Trust Company, N.A. at 5.750% maturing March 1, 2028.
  - Instrument: senior notes
  - Principal: $500 million
  - Counterparty: The Bank of New York Mellon Trust Company, N.A.
  - Rate: 5.750%
  - Maturity: March 1, 2028
  - Event: incurrence
  source text: completed a public offering of $500 million aggregate principal amount of its 5.750% Senior Notes due 2028
  evidence_url: https://www.sec.gov/Archives/edgar/data/49071/000119312522291138/0001193125-22-291138-index.htm
- Material Agreements
  HUMANA INC entered into Twenty-Second Supplemental Indenture with The Bank of New York Mellon Trust Company, N.A. (formerly known as The Bank of New York Trust Company, N.A.) (as successor to The Bank of New York), as trustee valued at $500 million aggregate principal amount (effective 2022-11-22).
  - Action: entry
  - Agreement: notes offering
  - Counterparty: The Bank of New York Mellon Trust Company, N.A. (formerly known as The Bank of New York Trust Company, N.A.) (as successor to The Bank of New York), as trustee
  - Value: $500 million aggregate principal amount
  - Effective: 2022-11-22
  source text: a twenty-second supplemental indenture, dated as of November 22, 2022, by and between the Company and the Trustee relating to the 2028 Senior Notes
  evidence_url: https://www.sec.gov/Archives/edgar/data/49071/000119312522291138/0001193125-22-291138-index.htm
- Material Agreements
  HUMANA INC entered into Twenty-Third Supplemental Indenture with The Bank of New York Mellon Trust Company, N.A. (formerly known as The Bank of New York Trust Company, N.A.) (as successor to The Bank of New York), as trustee valued at $750 million aggregate principal amount (effective 2022-11-22).
  - Action: entry
  - Agreement: notes offering
  - Counterparty: The Bank of New York Mellon Trust Company, N.A. (formerly known as The Bank of New York Trust Company, N.A.) (as successor to The Bank of New York), as trustee
  - Value: $750 million aggregate principal amount
  - Effective: 2022-11-22
  source text: a twenty-third supplemental indenture, dated as of November 22, 2022, by and between the Company and the Trustee relating to the 2033 Senior Notes
  evidence_url: https://www.sec.gov/Archives/edgar/data/49071/000119312522291138/0001193125-22-291138-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.
