SEC Form 4 · accession 0001179929-17-000063
MOLINA HEALTHCARE, INC. · MOH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jeff D. Barlow
Officer — Chief Legal Officer
Period of report
Mar 7, 2017
Accepted (ET)
Mar 8, 2017 · 5:31 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001179929
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2 | Mar 7, 2017 | F | 1,178 | $48.52 | D | 62,488 | D | |
| Common StockF2 | Mar 7, 2017 | F | 589 | $48.52 | D | 61,899 | D | |
| Common StockF2,F5,F6 | Mar 7, 2017 | F | 1,178 | $48.52 | D | 60,721 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The shares were applied to the payment of withholding taxes arising in connection with the vesting of 3,132 shares on March 7, 2017, upon the Company's 2016 STARS ratings achievement.
- F2Represents the closing price of the Issuer's common stock on March 7, 2017.
- F3The shares were applied to the payment of withholding taxes arising in connection with the vesting of 1,566 shares on March 7, 2017, upon the Company's achievement of a certain business development target (Board approved acquisition).
- F4The shares were applied to the payment of withholding taxes arising in connection with the vesting of 3,132 shares on March 7, 2017.
- F5The shares vest as follows: (i) 9,474 shares shall vest in one-third increments over three years, on each of March 1, 2018, March 1, 2019, and March 1, 2020; (ii) 3,132 shares shall vest based on the Company's 2017 after tax profit margin; (iii) 3,132 shares shall vest based on the Company's 2018 after tax profit margin; (iv) 3,132 shares shall vest based upon the Company's 2017 STARS ratings; (v) 4,698 shares shall vest upon the Company's achievement of certain business development targets; (vi) 6,263 shares shall vest in two increments on each of March 7, 2018 and March 7, 2019; continued
- F6(vii) 1,885 shares shall vest based on the Company's 2017 annual premium revenue achievement; (viii) 1,885 shares shall vest based on the Company's 2017 net profit margin achievement; (ix) 1,885 shares shall vest based on pre-tax income in fiscal year 2017; (x) 1,885 shares shall vest upon the Company's achieving a three-year Total Stockholder Return (TSR) for the three-year period ending December 31, 2017 as determined by ISS calculations that is greater than the median TSR achieved by the Company's 2015 ISS peer group; and (xi) 3,770 shares shall vest one half on each of April 1, 2017 and April 1, 2018; the remainder of the shares are vested.