0001179929-22-000141.txt : 20220921 0001179929-22-000141.hdr.sgml : 20220921 20220921201430 ACCESSION NUMBER: 0001179929-22-000141 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20220919 FILED AS OF DATE: 20220921 DATE AS OF CHANGE: 20220921 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Zubretsky Joseph M CENTRAL INDEX KEY: 0001320929 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31719 FILM NUMBER: 221257675 MAIL ADDRESS: STREET 1: C/O THE HANOVER INSURANCE GROUP, INC. STREET 2: 440 LINCOLN STREET CITY: WORCESTER STATE: MA ZIP: 01653 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MOLINA HEALTHCARE, INC. CENTRAL INDEX KEY: 0001179929 STANDARD INDUSTRIAL CLASSIFICATION: HOSPITAL & MEDICAL SERVICE PLANS [6324] IRS NUMBER: 134204626 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 200 OCEANGATE, SUITE 100 CITY: LONG BEACH STATE: CA ZIP: 90802 BUSINESS PHONE: 5624353666 MAIL ADDRESS: STREET 1: 200 OCEANGATE, SUITE 100 CITY: LONG BEACH STATE: CA ZIP: 90802 FORMER COMPANY: FORMER CONFORMED NAME: MOLINA HEALTHCARE INC DATE OF NAME CHANGE: 20020812 4 1 wf-form4_166380565436537.xml FORM 4 X0306 4 2022-09-19 0 0001179929 MOLINA HEALTHCARE, INC. MOH 0001320929 Zubretsky Joseph M 2180 HARVARD STREET SUITE 400 SACRAMENTO CA 95815 1 1 0 0 President & CEO Common Stock 2022-09-19 4 M 0 30000 67.33 A 285157 D Common Stock 2022-09-19 4 S 0 770 335.1456 D 284387 D Common Stock 2022-09-19 4 S 0 2249 336.2355 D 282138 D Common Stock 2022-09-19 4 S 0 1703 337.3414 D 280435 D Common Stock 2022-09-19 4 S 0 700 338.3409 D 279735 D Common Stock 2022-09-19 4 S 0 3155 339.733 D 276580 D Common Stock 2022-09-19 4 S 0 7206 340.8037 D 269374 D Common Stock 2022-09-19 4 S 0 8651 341.5862 D 260723 D Common Stock 2022-09-19 4 S 0 1393 343.0076 D 259330 D Common Stock 2022-09-19 4 S 0 4173 344.0593 D 255157 D Common Stock 2022-09-20 4 M 0 30000 67.33 A 285157 D Common Stock 2022-09-20 4 S 0 1496 336.5479 D 283661 D Common Stock 2022-09-20 4 S 0 6712 337.5878 D 276949 D Common Stock 2022-09-20 4 S 0 14690 338.3476 D 262259 D Common Stock 2022-09-20 4 S 0 5573 339.2974 D 256686 D Common Stock 2022-09-20 4 S 0 1213 340.2115 D 255473 D Common Stock 2022-09-20 4 S 0 100 340.96 D 255373 D Common Stock 2022-09-20 4 S 0 216 342 D 255157 D Common Stock 2022-09-21 4 M 0 27876 67.33 A 283033 D Common Stock 2022-09-21 4 S 0 3669 332.2153 D 279364 D Common Stock 2022-09-21 4 S 0 1369 332.8912 D 277995 D Common Stock 2022-09-21 4 S 0 1497 334.2229 D 276498 D Common Stock 2022-09-21 4 S 0 2262 335.1967 D 274236 D Common Stock 2022-09-21 4 S 0 4079 336.1776 D 270157 D Common Stock 2022-09-21 4 S 0 3754 337.2586 D 266403 D Common Stock 2022-09-21 4 S 0 4881 338.2516 D 261522 D Common Stock 2022-09-21 4 S 0 2752 339.2308 D 258770 D Common Stock 2022-09-21 4 S 0 3013 340.1365 D 255757 D Common Stock 2022-09-19 4 S 0 600 341.0533 D 255157 D Stock Option (Right to Buy) 67.33 2022-09-19 4 M 0 30000 0 D 2027-10-08 Common Stock 30000.0 345000 D Stock Option (Right to Buy) 67.33 2022-09-20 4 M 0 30000 0 D 2027-10-08 Common Stock 30000.0 315000 D Stock Option (Right to Buy) 67.33 2022-09-21 4 M 0 27876 0 D 2027-10-08 Common Stock 27876.0 287124 D As was previously reported in the Company's Form 8-K Current Report filed on August 17, 2022, all options were exercised and shares sold pursuant to Mr. Zubretsky's Rule 10b5-1 trading plan. Price is the volume weighted average selling price of all sales by the Reporting Person on the transaction date within a one-dollar range. Actual prices ranged from $334.70 to $335.68. The Reporting Person hereby undertakes to provide upon request of the Commission staff full information regarding the number of shares sold at each separate price. Price is the volume weighted average selling price of all sales by the Reporting Person on the transaction date within a one-dollar range. Actual prices ranged from $335.80 to $336.78. The Reporting Person hereby undertakes to provide upon request of the Commission staff full information regarding the number of shares sold at each separate price. Price is the volume weighted average selling price of all sales by the Reporting Person on the transaction date within a one-dollar range. Actual prices ranged from $336.80 to $337.69. The Reporting Person hereby undertakes to provide upon request of the Commission staff full information regarding the number of shares sold at each separate price. Price is the volume weighted average selling price of all sales by the Reporting Person on the transaction date within a one-dollar range. Actual prices ranged from $337.96 to $338.78. The Reporting Person hereby undertakes to provide upon request of the Commission staff full information regarding the number of shares sold at each separate price. Price is the volume weighted average selling price of all sales by the Reporting Person on the transaction date within a one-dollar range. Actual prices ranged from $339.17 to $340.16. The Reporting Person hereby undertakes to provide upon request of the Commission staff full information regarding the number of shares sold at each separate price. Price is the volume weighted average selling price of all sales by the Reporting Person on the transaction date within a one-dollar range. Actual prices ranged from $340.18 to $341.17. The Reporting Person hereby undertakes to provide upon request of the Commission staff full information regarding the number of shares sold at each separate price. Price is the volume weighted average selling price of all sales by the Reporting Person on the transaction date within a one-dollar range. Actual prices ranged from $341.18 to $342.08. The Reporting Person hereby undertakes to provide upon request of the Commission staff full information regarding the number of shares sold at each separate price. Price is the volume weighted average selling price of all sales by the Reporting Person on the transaction date within a one-dollar range. Actual prices ranged from $342.31 to $343.30. The Reporting Person hereby undertakes to provide upon request of the Commission staff full information regarding the number of shares sold at each separate price. Price is the volume weighted average selling price of all sales by the Reporting Person on the transaction date within a one-dollar range. Actual prices ranged from $343.58 to $344.56. The Reporting Person hereby undertakes to provide upon request of the Commission staff full information regarding the number of shares sold at each separate price. Price is the volume weighted average selling price of all sales by the Reporting Person on the transaction date within a one-dollar range. Actual prices ranged from $335.84 to 336.77. The Reporting Person hereby undertakes to provide upon request of the Commission staff full information regarding the number of shares sold at each separate price. Price is the volume weighted average selling price of all sales by the Reporting Person on the transaction date within a one-dollar range. Actual prices ranged from $336.92 to $337.91. The Reporting Person hereby undertakes to provide upon request of the Commission staff full information regarding the number of shares sold at each separate price. Price is the volume weighted average selling price of all sales by the Reporting Person on the transaction date within a one-dollar range. Actual prices ranged from $337.92 to $338.91. The Reporting Person hereby undertakes to provide upon request of the Commission staff full information regarding the number of shares sold at each separate price. Price is the volume weighted average selling price of all sales by the Reporting Person on the transaction date within a one-dollar range. Actual prices ranged from $338.92 to $339.91. The Reporting Person hereby undertakes to provide upon request of the Commission staff full information regarding the number of shares sold at each separate price. Price is the volume weighted average selling price of all sales by the Reporting Person on the transaction date within a one-dollar range. Actual prices ranged from $339.92 to $340.91. The Reporting Person hereby undertakes to provide upon request of the Commission staff full information regarding the number of shares sold at each separate price. Represents the actual selling price per share of all 100 shares. Represents the actual selling price per share of all 216 shares. Price is the volume weighted average selling price of all sales by the Reporting Person on the transaction date within a one-dollar range. Actual prices ranged from $331.66 to $332.63. The Reporting Person hereby undertakes to provide upon request of the Commission staff full information regarding the number of shares sold at each separate price. Price is the volume weighted average selling price of all sales by the Reporting Person on the transaction date within a one-dollar range. Actual prices ranged from $332.66 to $332.61. The Reporting Person hereby undertakes to provide upon request of the Commission staff full information regarding the number of shares sold at each separate price. Price is the volume weighted average selling price of all sales by the Reporting Person on the transaction date within a one-dollar range. Actual prices ranged from $333.68 to $334.67. The Reporting Person hereby undertakes to provide upon request of the Commission staff full information regarding the number of shares sold at each separate price. Price is the volume weighted average selling price of all sales by the Reporting Person on the transaction date within a one-dollar range. Actual prices ranged from $334.68 to $335.66. The Reporting Person hereby undertakes to provide upon request of the Commission staff full information regarding the number of shares sold at each separate price. Price is the volume weighted average selling price of all sales by the Reporting Person on the transaction date within a one-dollar range. Actual prices ranged from $335.70 to $336.69. The Reporting Person hereby undertakes to provide upon request of the Commission staff full information regarding the number of shares sold at each separate price. Price is the volume weighted average selling price of all sales by the Reporting Person on the transaction date within a one-dollar range. Actual prices ranged from $336.73 to $337.72. The Reporting Person hereby undertakes to provide upon request of the Commission staff full information regarding the number of shares sold at each separate price. Price is the volume weighted average selling price of all sales by the Reporting Person on the transaction date within a one-dollar range. Actual prices ranged from $337.73 to $338.72. The Reporting Person hereby undertakes to provide upon request of the Commission staff full information regarding the number of shares sold at each separate price. Price is the volume weighted average selling price of all sales by the Reporting Person on the transaction date within a one-dollar range. Actual prices ranged from $338.74 to $339.73. The Reporting Person hereby undertakes to provide upon request of the Commission staff full information regarding the number of shares sold at each separate price. Price is the volume weighted average selling price of all sales by the Reporting Person on the transaction date within a one-dollar range. Actual prices ranged from $339.74 to $340.72. The Reporting Person hereby undertakes to provide upon request of the Commission staff full information regarding the number of shares sold at each separate price. Price is the volume weighted average selling price of all sales by the Reporting Person on the transaction date within a one-dollar range. Actual prices ranged from $340.92 to $341.37. The Reporting Person hereby undertakes to provide upon request of the Commission staff full information regarding the number of shares sold at each separate price. 30,372 shares vest on March 1, 2023; 15,412 shares vest on March 1, 2024; 6,412 shares vest on March 1, 2025. The remainder of the shares are vested. The options are fully vested. Jeff D. Barlow, by power of attorney for Joseph M. Zubretsky 2022-09-21 EX-24 2 zubretskyjosephm-section16.txt LIMITED POWER OF ATTORNEY LIMITED POWER OF ATTORNEY FOR SECTION 16(a) FILINGS Know all by these presents, that the undersigned hereby constitutes and appoints Jeff D. Barlow and Codruta Boggs, and each acting singly, the undersigned's true and lawful attorney-in-fact to: 1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer, director and/or stockholder of Molina Healthcare, Inc. (the "Company"), Forms 3, 4, and 5 and amendments thereto in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder; and 2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5 or amendment thereto and timely file such form with the United States Securities and Exchange Commission (the "SEC") and any stock exchange or similar authority. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transaction in securities of the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. This Power of Attorney may be filed with the SEC as a confirming statement of the authority granted herein. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 9th day of October, 2017. /s/ Joseph M. Zubretsky Signature Joseph M. Zubretsky Printed Name MPK 64585-1.058517.0015