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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Bacon Debra 2180 HARVARD STREET, SUITE 400 SACRAMENTO, CA 95815 |
EVP, Medicaid | |||
| Jeff D. Barlow, by power of attorney for Debra Bacon | 07/02/2024 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | The shares were acquired under the Molina Healthcare, Inc. 2019 Employee Stock Purchase Plan (the "ESPP"). |
| (2) | In accordance with the ESPP provisions, the purchase price is 85% of the closing price of the Issuer's common stock on June 28, 2024 of $297.30 (which represents the lower market price of the Issuer's common stock as of (i) January 1, 2024, the first date of the ESPP offering period, and (ii) June 28, 2024, the last trading day of the offering period). |
| (3) | The shares were applied to the payment of withholding taxes arising in connection with the vesting of 531 shares on July 1, 2024. |
| (4) | The shares vest as follows: 1,231 shares on January 1, 2025; 1,249 shares on March 1, 2025; 530 shares on July 1, 2025; 1,003 shares on March 1, 2026; 529 shares on July 1, 2026; and 757 shares on March 1, 2027. The remaining shares are vested. |