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Filing Details

Accession Number:: 0001209191-15-039734
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2015-05-07 08:41:49
Reporting Period:: 2015-05-05

Filing Date:: 2015-05-07
Accepted Time:: 2015-05-07 08:41:49
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
1246837	C John Molina	300 University Ave., Suite 100 Sacramento CA 95825	Cfo	Yes	Yes	Yes	Yes
1246941	Trust Siblings Molina	741 Atlantic Avenue Long Beach CA 90813		No	No	Yes	No

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	2015-05-05	15,000	$58.54	651,623	No	4	S	Direct
Common Stock	Disposition	2015-05-06	2,077	$58.70	649,546	No	4	S	Direct

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

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	128,278	Direct
Common Stock	306,905	Indirect	Trustee of Family Trust
Common Stock	559,983	Indirect	Trustee of Family Trust
Common Stock	11,154	Direct

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

Sale pursuant to the Rule 10b5-1 Trading Plan of Mr. Molina.
Represents the weighted average sale price of all sales on the Transaction Date. The range of prices for the transactions was $58.01 to $59.43. The Reporting Person undertakes to provide full information about the transactions to the Comission upon request.
All of these shares are fully vested.
Represents the weighted average sale price of all sales on the Transaction Date. The range of prices for the transactions was $58.30 to $59.22. The Reporting Person undertakes to provide full information about the transactions to the Commission upon request.
23,357 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; and 7,786 shares vest on March 1, 2016.
14,199 of such shares vest in one-half increments on each of March 1, 2016 and March 1, 2017. 7,099 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. 17,748 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%. 17,748 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 40,341 newly granted shares vest as follows: (i) 4,034 shares vest based on the Company's fiscal year 2016 annual premium revenue achievement; (ii) 4,034 shares vest based on the Company's fiscal year 2016 net profit margin achievement; (iii) 4,034 shares vest based on the Company's pre-tax income in fiscal year 2016; (iv) 4,034 shares vest based on the Company's 2017 annual premium revenue achievement; (v) 4,034 shares vest based on the Company's 2017 net profit margin achievement; (vi) 4,034 shares vest based on pre-tax income in fiscal year 2017; (vii) 4,034 shares vest upon the Company's achieving a three-year 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 (viii) 12,103 shares shall vest in one-third increments over three years, on each of April 1, 2016, April 1, 2017, and April 1, 2018. See 2015 Definitive Proxy Statement.
Excludes 1,007,935 shares previously transferred in non-reportable transactions.
The shares are owned by the Molina Siblings Trust, of which Mr. Molina is the trustee and certain immediate family members of Mr. Molina are the beneficiaries.
Includes 201,587 shares previously distributed by the Molina Siblings Trust to its beneficiaries in a non-reportable transaction.
The shares are owned by the John C. Molina Separate Property Trust, of which Mr. Molina is the trustee and beneficiary.
The shares are owned by Mr. Molina and his spouse as community property.
The options are fully vested.