4//SEC Filing
MOLINA HEALTHCARE INC 4
Accession 0001209191-15-039734
$MOHCIK 0001179929operating
Filed
May 6, 8:00 PM ET
Accepted
May 7, 8:41 AM ET
Size
15.6 KB
Accession
0001209191-15-039734
Insider Transaction Report
Form 4
MOLINA JOHN C
DirectorCFO10% OwnerOther
Transactions
- Sale
Common Stock
2015-05-05$58.54/sh−15,000$878,090→ 651,623 total - Sale
Common Stock
2015-05-06$58.70/sh−2,077$121,916→ 649,546 total
Holdings
- 128,278
Common Stock
- 306,905(indirect: By Trust)
Common Stock
- 559,983(indirect: By Trust)
Common Stock
- 11,154
Common Stock
- 54,000
Stock Option (Right to Buy)
Exercise: $20.88Exp: 2017-03-01→ Common Stock (54,000 underlying)
MOLINA SIBLINGS TRUST
10% Owner
Transactions
- Sale
Common Stock
2015-05-05$58.54/sh−15,000$878,090→ 651,623 total - Sale
Common Stock
2015-05-06$58.70/sh−2,077$121,916→ 649,546 total
Holdings
- 128,278
Common Stock
- 306,905(indirect: By Trust)
Common Stock
- 559,983(indirect: By Trust)
Common Stock
- 11,154
Common Stock
- 54,000
Stock Option (Right to Buy)
Exercise: $20.88Exp: 2017-03-01→ Common Stock (54,000 underlying)
Footnotes (13)
- [F1]Sale pursuant to the Rule 10b5-1 Trading Plan of Mr. Molina.
- [F10]Includes 201,587 shares previously distributed by the Molina Siblings Trust to its beneficiaries in a non-reportable transaction.
- [F11]The shares are owned by the John C. Molina Separate Property Trust, of which Mr. Molina is the trustee and beneficiary.
- [F12]The shares are owned by Mr. Molina and his spouse as community property.
- [F13]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 $58.01 to $59.43. 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 $58.30 to $59.22. 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]Excludes 1,007,935 shares previously transferred in non-reportable transactions.
- [F9]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.
Documents
Issuer
MOLINA HEALTHCARE INC
CIK 0001179929
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001179929
Filing Metadata
- Form type
- 4
- Filed
- May 6, 8:00 PM ET
- Accepted
- May 7, 8:41 AM ET
- Size
- 15.6 KB