---
schema_version: "secwatch.filing_event.v1"
accession: "0001628280-26-016031"
form_type: "8-K"
ticker: "HUM"
cik: "0000049071"
company_name: "HUMANA INC"
filed_at: "2026-03-09T23:59:59+00:00"
generated_at: "2026-05-15T18:20:26.218427+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.55
calibrated_materiality_score: 0.55
confidence: "high"
source: SEC EDGAR
---

# Humana issues $1.0B in 6.625% junior subordinated notes due 2056

## Summary
- Net proceeds ~$986M after discounts and expenses; proceeds for general corporate purposes including commercial paper repayment.
- Notes pay 6.625% fixed through Sep 15, 2031, then reset every 5 years at 5yr UST + 2.891% with a 6.625% floor.
- Issued under amended indenture with Bank of New York Mellon as trustee; unsecured and subordinated to senior debt.
- Optional deferral of interest for up to 10 consecutive years if no event of default.

## SEC filing metadata
- accession: 0001628280-26-016031
- form_type: 8-K
- ticker: HUM
- cik: 0000049071
- company_name: HUMANA INC
- filed_at: 2026-03-09T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.55
- calibrated_materiality_score: 0.55
- confidence: high
- sec_items: 1.01, 2.03, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/49071/000162828026016031/0001628280-26-016031-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/49071/000162828026016031/hum-20260305.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001628280-26-016031
- JSON: https://secwatch.observer/filing/0001628280-26-016031.json
- Plain text: https://secwatch.observer/filing/0001628280-26-016031.txt

## Source-grounded claims
- claim_id: c974d87936184284cab6ebabb6b98cf354827e80
  claim: HUMANA INC incurred senior notes of $1.0 billion aggregate principal amount of its 6.625% Fixed-to-Fixed Rate Junior Subordinated Notes due 2056 with The Bank of New York Mellon Trust Company, N.A., as trustee at annual rate of 6.625% to, but excluding September 15, 2031, following which such maturing September 15, 2056.
  evidence_excerpt: The Subordinated Notes bear interest at an annual rate of 6.625% to, but excluding September 15, 2031, following which such rate will reset in successive five-year periods until maturity at a rate equal to Five-year U.S. Treasury Rate as of the Reset Interest Determination Date (each as defined in the First Supplemental Indenture) plus 2.891%; provided, that any such interest rate will not reset below 6.625%.
  evidence_url: https://www.sec.gov/Archives/edgar/data/49071/000162828026016031/0001628280-26-016031-index.htm
- claim_id: 0d4fd198cc3f4bb496f94780b64fffa7fc49c794
  claim: HUMANA INC entered into Underwriting Agreement with Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Mizuho Securities USA LLC, Truist Securities, Inc. and Wells Fargo Securities, LLC valued at $1.0 billion (effective 2026-03-05).
  evidence_excerpt: On March 5, 2026, Humana Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Mizuho Securities USA LLC, Truist Securities, Inc. and Wells Fargo Securities, LLC, as representatives of the several underwriters (together, the “Underwriters”), pursuant to which the Company agreed to issue and sell to the Underwriters $1.0 billion aggregate principal amount of its 6.625% Fixed-to-Fixed Rate Junior Subordinated Notes due 2056
  evidence_url: https://www.sec.gov/Archives/edgar/data/49071/000162828026016031/0001628280-26-016031-index.htm
- claim_id: 68e42ddf6e85424fa87494e8149fe38f9bc4dbce
  claim: HUMANA INC entered into Original Indenture with The Bank of New York Mellon Trust Company, N.A. (effective 2026-03-05).
  evidence_excerpt: The Subordinated Notes were issued under an amended and restated indenture dated as of March 5, 2026, by and between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”) (the “Original Indenture")
  evidence_url: https://www.sec.gov/Archives/edgar/data/49071/000162828026016031/0001628280-26-016031-index.htm
- claim_id: ae351fe8b4722ccdec98b84049a0a949c0022ddc
  claim: HUMANA INC entered into First Supplemental Indenture with The Bank of New York Mellon Trust Company, N.A. (effective 2026-03-09).
  evidence_excerpt: as supplemented by a first supplemental indenture, dated as of March 9, 2026, by and between the Company and the Trustee relating to the Subordinated Notes (the “First Supplemental Indenture”
  evidence_url: https://www.sec.gov/Archives/edgar/data/49071/000162828026016031/0001628280-26-016031-index.htm

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