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) April 21, 2010

 

 

Humana Inc.

(Exact Name of Registrant as Specified in Its Charter)

 

 

Delaware

(State or Other Jurisdiction of Incorporation)

 

1-5975		61-0647538
(Commission File Number)		(IRS Employer Identification No.)

 

500 West Main Street, Louisville, KY		40202
(Address of Principal Executive Offices)		(Zip Code)

502-580-1000

(Registrant’s Telephone Number, Including Area Code)

 

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

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Item 5.07

Submission of Matters to a Vote of Security Holders

The regular annual meeting of the stockholders of Humana Inc. was held in Louisville, Kentucky on April 20, 2010, for the purpose of voting on the proposals described below. Proxies for the meeting were solicited pursuant to Section 14(a) of the Securities Exchange Act of 1934 and there was no solicitation in opposition to management’s nominees for directors. All nominees for director listed below were elected. The term of office for each director will be until the next annual meeting or until their successors shall be elected and qualified.

The final results of the election of directors were as follows:

 

Name		For		Against		Abstained		Broker Non-Votes
David A. Jones, Jr.		136,037,359		484,428		47,673		10,846,816
Frank A. D’Amelio		130,985,348		5,426,022		158,090		10,846,816
W. Roy Dunbar		136,202,510		244,861		122,089		10,846,816
Kurt J. Hilzinger		136,215,099		232,418		121,943		10,846,816
Michael B. McCallister		135,992,775		503,530		73,155		10,846,816
William J. McDonald		136,193,232		262,376		113,852		10,846,816
William E. Mitchell		136,150,632		311,167		107,661		10,846,816
David B. Nash, M.D.		136,219,471		235,351		114,638		10,846,816
James J. O’Brien		136,217,870		208,118		143,472		10,846,816
Marissa T. Peterson		136,188,625		288,976		91,859		10,846,816
W. Ann Reynolds, Ph.D.		128,293,729		8,184,971		90,760		10,846,816

In addition, the stockholders approved the appointment of PricewaterhouseCoopers LLC as the Company’s independent registered public accounting firm for the year ending December 31, 2010, by a vote of 146,168,380 for; 1,127,438 against; and 120,458 abstentions.

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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.

 

Dated: April 21, 2010