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Filing Details

Accession Number:: 0001209191-15-017273
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2015-02-23 16:59:51
Reporting Period:: 2015-02-19

Filing Date:: 2015-02-23
Accepted Time:: 2015-02-23 16:59:51
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1179929	Molina Healthcare Inc	MOH	Hospital & Medical Service Plans (6324)	134204626

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1246792	Md Mario J Molina	300 University Ave., Suite 100 Sacramento CA 95825	President & Ceo	Yes	Yes	No	Yes

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Disposition	2015-02-19	10,000	$60.87	18,920	No	4	S	Indirect	Trust
Common Stock	Disposition	2015-02-19	10,000	$60.87	18,920	No	4	S	Indirect	Trust
Common Stock	Disposition	2015-02-19	10,000	$60.87	18,920	No	4	S	Indirect	Trust

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	Trust
No	4	S	Indirect	Trust
No	4	S	Indirect	Trust

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	28,920	Indirect	Trust
Common Stock	1,362	Indirect	Trust
Common Stock	1,362	Indirect	Trust
Common Stock	1,361	Indirect	Trust
Common Stock	1,361	Indirect	Trust
Common Stock	744,920	Indirect	Trust
Common Stock	155,976	Indirect	Trust
Common Stock	268,942	Direct
Common Stock	22,750	Indirect	Manager of limited liability company
Common Stock	86,764	Indirect	Trust
Common Stock	25,082	Indirect	Trust
Common Stock	159,996	Indirect	Trust
Common Stock	83,087	Indirect	Trust
Common Stock	83,087	Indirect	Trust

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	Stock Option (Right to Buy)	$20.88		2017-03-01	54,000	54,000	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2017-03-01	54,000	54,000	Direct

Footnotes

Represents the weighted average sale price of all sales on the Transaction Date. The range of prices for the transactions was $60.54 to $61.28. The Reporting Person undertakes to provide full information about the transactions to the Commission upon request.
Previously reported in error as owned by the 2008 trust for the same beneficiary.
The shares are owned by Dr. Molina, as trustee of the David M.F. Molina Trust No. 2 dated 5/14/2003.
Represents the weighted average sale price of all sales on the Transaction Date. The range of prices for the transactions was $60.51 to $61.27. The Reporting Person undertakes to provide full information about the transactions to the Commission upon request.
The shares are owned by Dr. Molina, as trustee of the Mary Clare F. Molina Trust No. 2 dated 5/14/2003.
Represents the weighted average sale price of all sales on the Transaction Date. The range of prices for the transactions was $60.54 to $61.24. The Reporting Person undertakes to provide full information about the transactions to the Commission upon request.
The shares are owned by Dr. Molina, as trustee of the Colleen A.F. Fox Trust No. 2 dated 5/14/2003.
The shares are owned by Dr. Molina, as trustee of the Carly A.F. Fox Trust No. 2 dated 5/14/2003.
The shares are owned by Dr. Molina's spouse, Therese A. Molina, Trustee of the Remainder Trust for David M.F. Molina dated 12/3/2008.
The shares are owned by Dr. Molina's spouse, Therese A. Molina, Trustee of the Remainder Trust for Mary Clare F. Molina dated 12/3/2008.
The shares are owned by Dr. Molina's spouse, Therese A. Molina, Trustee of the Remainder Trust for Colleen A.F. Fox dated 12/3/2008.
The shares are owned by Dr. Molina's spouse, Therese A. Molina, Trustee of the Remainder Trust for Carly F. Fox dated 12/3/2008.
The shares are owned by the J. Marion Molina Separate Property Trust, of which Dr. Molina is sole trustee.
The shares are held by the M/T Molina Family Trust, of which Dr. Molina and his spouse are trustees and beneficiaries.
46,715 shares shall vest upon the Company achieving total revenue in any of the 2013, 2014, or 2015 fiscal years equal to or greater than $12 billion; 15,572 shares vest on March 1, 2015; and 15,572 shares vest on March 1, 2016.
57,325 of such shares vest in one-third increments on each of March 1, 2015, March 1, 2016 and March 1, 2017. 19,108 of such shares vest upon the Company achieving three-year Total Stockholder Return (TSR) as determined by ISS calculations that is greater than the median TSR achieved by the Company's ISS peer group for the three-year period ending December 31, 2016. 19,108 of such shares vest on March 1, 2015 contingent upon the Company achieving a one-year TSR as determined by ISS calculations for fiscal year 2014 that is greater than the average TSR achieved by Centene Corporation and WellCare Group for their fiscal year ending December 31, 2014. 47,771 of such shares vest upon the Company achieving a three-year EBITDA margin percentage for the three-year period ending December 31, 2016 equal to or greater than 4.0%. 47,771 of such shares vest upon the Company achieving a cumulative earnings per share of at least $8.50 for the three year period ending December 31, 2016.
The shares are owned by the Molina Family, LLC, of which Dr. Molina is the sole manager.
The shares are owned by JMB GRAT 1209/4 for the benefit of Josephine M. Battiste, of which Dr. Molina is sole trustee.
The shares are owned by JMM GRAT 1208/5, of which Dr. Molina is beneficiary.
The shares are owned by JMM GRAT 911/4, of which Dr. Molina is the beneficiary.
The shares are owned by Dr. Molina, as trustee of the Julius Avery Battiste Trust IV.
The shares are owned by Dr. Molina, as trustee of the Katherine Rose Battiste Trust IV.
The options are fully vested.