X0306 4 2019-12-02 0 0000019411 MAGELLAN HEALTH INC MGLN 0001030150 FASOLA KENNETH J 4801 EAST WASHINGTON STREET PHOENIX AZ 85034 1 1 0 0 Chief Executive Officer Restricted Stock Units 0.00 2019-12-02 4 A 0 25740 0.00 A Common Stock 25740 25740 D Performance Stock Units 0.00 2019-12-02 4 A 0 18411 0.00 A 2022-12-02 Common Stock 18411 18411 D Not applicable. Restricted Stock Units shall vest and become exercisable in one third increments on December 2 of each of 2020, 2021 and 2022. On the third anniversary of the grant date, Performance-Based Restricted Stock Units ("PSUs") vest and are settled as of January 10, 2023 based on achievement of total shareholder return ("TSR") performance over a three-year period beginning January 1, 2020 and ending December 31, 2022. Payout for vested PSUs ranges from 0% to 200% of the indicated number of shares, based on the Company's TSR percentile ranking compared to the TSR of the companies included in the selected market index. TSR is measured generally as the increase or decrease in the market value of the Company common stock with a deemed reinvestment of any dividends. If a participant terminates employment prior to the third anniversary of the grant date, the PSUs generally will be forfeited. PSUs have no voting rights and are generally non-transferable. The indicated number of PSUs assumes 100% vesting, and the actual number of shares issued in settlement of the PSUs may be greater or less than the indicated number. (Continuation of Footnote 3) - Since the payout for PSUs can range from 0% to 200%, the maximum number of shares that could vest and be issued could be double the indicated number. /s/ Kenneth J. Fasola 2019-12-04