HEBERT MAURICE 4

What Happened

• Maurice Hebert, Chief Accounting Officer of Molina Healthcare (MOH), received stock awards on March 1, 2026 and surrendered shares to cover taxes related to vesting. The filing shows two award/acquisition events totaling 2,708 shares (650 shares at $154.05 and 2,058 shares at $145.75) and two tax-withholding dispositions totaling 501 shares (229 and 272 shares at $154.05). The awards’ notional values reported are $100,133 and $299,954; the surrendered shares’ values total $77,179 — a net increase of 2,207 shares with an approximate net value of $322,908.

Key Details

• Transaction date: March 1, 2026; Form 4 filed March 2, 2026 (timely).
• Prices reported: $154.05 per share (closing price used for PSU settlement and withholding) and $145.75 per share (10-day VWAP used for the new restricted stock grant).
• Share counts & values: +650 shares ($100,133), +2,058 shares ($299,954); −229 shares ($35,277), −272 shares ($41,902).
• Transaction codes: A = Award/Grant; F = Payment of exercise price or tax liability (here, shares surrendered for withholding).
• Footnotes of note:
  • PSU settlement: 650 shares issued in settlement of performance stock units granted March 1, 2023, at an 89% payout level (vesting performance metric).
  • Tax withholding: the 229 and 272-share disposals were applied to withholding taxes from the PSU vesting.
  • New restricted stock: 2,058 shares granted under the 2025 Equity Incentive Plan; VWAP used to set the reporting value.
  • Vesting for the 2,058-share grant: vests in one-third increments on March 1 of 2027, 2028 and 2029; additional specified tranches (559 shares on 3/1/2027 and 300 shares on 3/1/2028) per the filing; remaining shares are vested.
• Shares owned following the transactions: not disclosed in the filing.

Context

• The disposals were share surrenders to cover tax withholding associated with vesting (a routine cashless tax-withholding action), not open-market sales. The awards include a PSU settlement (based on multi-year performance) and a restricted stock grant with multi-year vesting. These transactions are compensation-related and should be interpreted as routine executive equity compensation, not a straight market buy/sell signal.