Home/Filings/4/0001209191-15-045005
4//SEC Filing

MOLINA HEALTHCARE INC 4

Accession 0001209191-15-045005

$MOHCIK 0001179929operating

Filed

May 19, 8:00 PM ET

Accepted

May 20, 6:07 PM ET

Size

15.2 KB

Accession

0001209191-15-045005

Insider Transaction Report

Form 4
Period: 2015-05-19
Transactions
  • Sale

    Common Stock

    2015-05-19$70.34/sh15,000$1,055,127634,546 total
  • Sale

    Common Stock

    2015-05-20$70.29/sh6,332$445,081628,214 total
Holdings
  • Common Stock

    128,278
  • Common Stock

    (indirect: By Trust)
    559,983
  • Common Stock

    11,154
  • Stock Option (Right to Buy)

    Exercise: $20.88Exp: 2017-03-01Common Stock (54,000 underlying)
    54,000
  • Common Stock

    (indirect: By Trust)
    306,905
MOLINA JOHN C
DirectorCFO10% OwnerOther
Transactions
  • Sale

    Common Stock

    2015-05-19$70.34/sh15,000$1,055,127634,546 total
  • Sale

    Common Stock

    2015-05-20$70.29/sh6,332$445,081628,214 total
Holdings
  • Common Stock

    128,278
  • Common Stock

    (indirect: By Trust)
    306,905
  • Common Stock

    (indirect: By Trust)
    559,983
  • Common Stock

    11,154
  • Stock Option (Right to Buy)

    Exercise: $20.88Exp: 2017-03-01Common Stock (54,000 underlying)
    54,000
Footnotes (11)
  • [F1]Sale pursuant to the Rule 10b5-1 Trading Plan of Mr. Molina.
  • [F10]The shares are owned by Mr. Molina and his spouse as community property.
  • [F11]The options are fully vested.
  • [F2]Represents the weighted average sale price of all sales on the Transaction Date. The range of prices for the transactions was $69.47 to $71.34. The Reporting Person undertakes to provide full information about the transactions to the Comission upon request.
  • [F3]All of these shares are fully vested.
  • [F4]Represents the weighted average sale price of all sales on the Transaction Date. The range of prices for the transactions was $70.02 to $70.62. The Reporting Person undertakes to provide full information about the transactions to the Commission upon request.
  • [F5]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.
  • [F6]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.
  • [F7]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.
  • [F8]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.
  • [F9]The shares are owned by the John C. Molina Separate Property Trust, of which Mr. Molina is the trustee and beneficiary.

Issuer

MOLINA HEALTHCARE INC

CIK 0001179929

Entity typeoperating
IncorporatedDE

Related Parties

1
  • filerCIK 0001179929

Filing Metadata

Form type
4
Filed
May 19, 8:00 PM ET
Accepted
May 20, 6:07 PM ET
Size
15.2 KB