SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
MOLINA JOHN C

(Last) (First) (Middle)
300 UNIVERSITY AVE., SUITE 100

(Street)
SACRAMENTO CA 95825

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
MOLINA HEALTHCARE INC [ MOH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) X Other (specify below)
CFO / Trustee/Settlor Siblings Trust
3. Date of Earliest Transaction (Month/Day/Year)
08/15/2012
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 08/15/2012 S (1) 15,000 D $24.8354 (2) 2,114,840 I Trustee of Family Trust (3)
Common Stock 08/15/2012 S (4) 15,000 D $24.8335 (5) 662,386 D
Common Stock 100,956 (6) D (7)
Common Stock 175,891 I Trustee of Family Trust (8)
Common Stock 11,154 D (7)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $20.88 (9) 03/01/2017 Common Stock 54,000 54,000 D
1. Name and Address of Reporting Person*
MOLINA JOHN C

(Last) (First) (Middle)
300 UNIVERSITY AVE., SUITE 100

(Street)
SACRAMENTO CA 95825

(City) (State) (Zip)
1. Name and Address of Reporting Person*
MOLINA SIBLINGS TRUST

(Last) (First) (Middle)
741 ATLANTIC AVENUE

(Street)
LONG BEACH CA 90813

(City) (State) (Zip)
Explanation of Responses:
1. Sale pursuant to the Rule 10b5-1 Trading Plan of the Molina Siblings Trust.
2. Represents the weighted average sale price of all sales on the Transaction Date. The range of prices for the transaction was $24.36 to $25.14. The Reporting Person undertakes to provide full information about the transactions to the Commission upon request.
3. 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.
4. Sale pursuant to the Rule 10b5-1 Trading Plan of Mr. Molina.
5. Represents the weighted average sale price of all sales on the Transaction Date. The range of prices for the transactions was $24.36 to $25.13. The Reporting Person undertakes to provide full information about the transactions to the Comission upon request.
6. The shares were issued pursuant to the Issuer's Equity Incentive Plan and are fully vested. An additional 11,700 shares vest on March 1, 2013, and 5,850 shares vest on March 1, 2014.
7. The shares are owned by Mr. Molina and his spouse as community property.
8. The shares are owned by the John C. Molina Separate Property Trust, of which Mr. Molina is the trustee and beneficiary.
9. The options are fully vested.
Remarks:
John C. Molina, by Karen I. Calhoun, Attorney-in-Fact 08/16/2012
John C. Molina, Trustee of the Molina Siblings Trust, by Karen Calhoun, Attorney-In-Fact 08/16/2012
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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