SEC Form 4 · accession 0001209191-17-017921
MOLINA HEALTHCARE, INC. · MOH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John C Molina
Officer — CFO · Director
Period of report
Mar 1, 2017
Accepted (ET)
Mar 3, 2017 · 6:01 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 1, 2017 | A | 20,041 | $49.40 | A | 164,942 | D | |
| Common StockF2,F4 | Mar 1, 2017 | F | 3,705 | $49.40 | D | 157,843 | D | |
| Common StockF2,F6 | Mar 1, 2017 | F | 2,105 | $49.40 | D | 153,809 | D | |
| Common StockF2,F8,F9,F10 | Mar 1, 2017 | D | 50,164 | $49.40 | D | 108,968 | D | |
| Common StockF11,F12 | holding | — | — | — | 600,714 | D | ||
| Common StockF13 | holding | — | — | — | 642,415 | I | Trustee of Family Trust | |
| Common StockF14 | holding | — | — | — | 11,154 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Grant of restricted stock subject to vesting under the Issuer's 2011 Equity Incentive Plan.
- F1020,041 shares shall vest in one-third increments over three years, on each of March 1, 2018, March 1, 2019, and March 1, 2020.
- F11All of these shares are fully vested.
- F12Includes 5,323 shares vested on March 1, 2017 net of shares withheld for payment of taxes.
- F13The shares are owned by the John C. Molina Separate Property Trust, of which Mr. Molina is the trustee and beneficiary.
- F14The shares are owned by Mr. Molina and his spouse as community property.
- F2Represents the closing price of the Issuer's common stock on March 1, 2017.
- F3The shares were applied to the payment of withholding taxes arising in connection with the vesting of 7,099 shares on March 1, 2017.
- F4Excludes 3,394 shares net of tax withholding now shown as fully vested.
- F5The shares were applied to the payment of withholding taxes arising in connection with the vesting of 4,034 shares on March 1, 2017, upon the Company's fiscal year 2016 annual premium revenue achievement.
- F6Excludes 1,929 shares net of tax withholding now shown as fully vested.
- F7Represents the forfeiture of performance-based restricted stock grants granted to the Reporting Person on each of March 1, 2014, April 1, 2015, and March 7, 2016 that were eligible to vest upon certain financial performance objectives. Upon grant, the target vesting amounts were reported in Table 1 of Form 4. The Company determined that, based on the Company's performance over the applicable performance period, the shares are forfeited.
- F84,034 shares vest based on the Company's 2017 annual premium revenue achievement; 4,034 shares vest based on the Company's 2017 net profit margin achievement; 4,034 shares vest based on pre-tax income in fiscal year 2017; 8,068 shares shall vest in one-half increments over two years, on each of April 1, 2017, and April 1, 2018. See 2015 Definitive Proxy Statement.
- F96,600 shares shall vest based on the Company's 2017 after tax profit margin; 6,600 shares shall vest based on the Company's 2018 after tax profit margin; 6,600 shares shall vest based upon the Company's 2016 STARS ratings; 6,600 shares shall vest based upon the Company's 2017 STARS ratings; 13,200 shares shall vest upon the Company's achievement of certain business development targets; 19,800 shares shall vest in one-third increments, on each of March 7, 2017, March 7, 2018, and March 7, 2019.