Molina Healthcare EVP logs ESPP buy and tax share use

Molina Healthcare EVP Debra Bacon reported routine share transactions tied to compensation and an employee plan.

Rhea-AI Filing Summary

Molina Healthcare EVP Debra Bacon reported routine share transactions tied to compensation and an employee plan. She acquired 23 shares of common stock on June 30, 2026 under the company’s 2019 Employee Stock Purchase Plan, with a purchase price equal to 85% of the $173.54 closing price on January 1, 2026. On July 1, 2026, 183 shares were surrendered at $232.55 per share to cover withholding taxes on the vesting of 529 shares. After these transactions, she directly holds 21,636 Molina Healthcare shares, and remaining restricted shares are scheduled to vest in March 2027, March 2028, and March 2029.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Bacon Debra

Role EVP, Medicaid

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	183	$232.55	$43K
Grant/Award	Common Stock	23	$147.51	$3K

Holdings After Transaction: Common Stock — 21,636 shares (Direct)

Footnotes (4)

1. F1. The shares were acquired under the Molina Healthcare, Inc. 2019 Employee Stock Purchase Plan (the "ESPP").
2. F2. In accordance with the ESPP, the purchase price is 85% of the closing price of the Issuer's common stock on January 1, 2026 of $173.54 (which represents the lower market price of the Issuer's common stock as of (i) January 1, 2026, the first date of the ESPP offering period, and (ii) June 30, 2026, the last trading day of the offering period).
3. F3. The shares were applied to the payment of withholding taxes arising in connection with the vesting of 529 shares on July 1, 2026.
4. F4. The shares vest as follows: 4,977 shares on March 1, 2027; 4,220 shares on March 1, 2028; and 3,202 shares on March 1, 2029. The remaining shares are vested.

Key Figures

ESPP acquisition: 23 shares Tax-withholding shares: 183 shares Shares after transactions: 21,636 shares +5 more

8 metrics

ESPP acquisition 23 shares Common stock acquired on June 30, 2026 under 2019 ESPP

Tax-withholding shares 183 shares Disposed on July 1, 2026 to pay withholding taxes

Shares after transactions 21,636 shares Direct holdings following reported Form 4 transactions

ESPP reference price $173.54 Closing price on January 1, 2026 used to set ESPP discount

ESPP discount 85% Purchase price is 85% of the lower closing price in period

Vested shares triggering taxes 529 shares Shares vesting on July 1, 2026 that created tax obligation

Future vesting 2027 4,977 shares Scheduled to vest on March 1, 2027

Future vesting 2028 and 2029 4,220 and 3,202 shares Vesting on March 1, 2028 and March 1, 2029

Key Terms

Employee Stock Purchase Plan, ESPP, withholding taxes, vesting

4 terms

Employee Stock Purchase Plan financial

"The shares were acquired under the Molina Healthcare, Inc. 2019 Employee Stock Purchase Plan (the "ESPP")."

An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.

ESPP financial

"In accordance with the ESPP, the purchase price is 85% of the closing price..."

An Employee Stock Purchase Plan (ESPP) is a company program that lets employees buy the company’s shares at a reduced price, usually by setting aside a small portion of their pay over time. It matters to investors because it encourages employees to own part of the business—like giving staff a discounted membership— which can boost commitment and performance, while also potentially increasing the number of shares available and affecting shareholder value.

withholding taxes financial

"The shares were applied to the payment of withholding taxes arising in connection with the vesting of 529 shares..."

Withholding taxes are amounts a payer or government takes out of payments — such as wages, interest, or dividends — before the recipient gets the money, functioning like a cashier keeping part of a bill to pay taxes on your behalf. For investors this matters because it reduces the cash they actually receive, affects net returns and yield calculations, and may require additional paperwork or treaty claims to recover or offset the withheld amount against final tax bills.

vesting financial

"The shares vest as follows: 4,977 shares on March 1, 2027; 4,220 shares on March 1, 2028; and 3,202 shares on March 1, 2029."

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Molina Healthcare (MOH) executive Debra Bacon report in this Form 4?

Debra Bacon reported one acquisition and one disposition of Molina Healthcare common stock. She acquired 23 shares through the 2019 Employee Stock Purchase Plan and later used 183 shares to pay withholding taxes related to restricted stock vesting.

How many Molina Healthcare (MOH) shares did Debra Bacon acquire under the ESPP?

She acquired 23 shares of Molina Healthcare common stock under the 2019 Employee Stock Purchase Plan. The ESPP purchase price was set at 85% of the $173.54 closing price on January 1, 2026, the first day of the offering period.

Why were 183 Molina Healthcare (MOH) shares disposed of in this filing?

The 183 shares were applied to pay withholding taxes from the vesting of 529 shares on July 1, 2026. This is a tax-withholding disposition, not an open-market sale, and is a standard mechanism to satisfy tax obligations on equity awards.

How many Molina Healthcare (MOH) shares does Debra Bacon hold after these transactions?

Following the reported transactions, Debra Bacon directly holds 21,636 shares of Molina Healthcare common stock. This figure reflects her position after the ESPP acquisition of 23 shares and the tax-withholding disposition of 183 shares used to cover equity award taxes.

What is the purchase price structure of the Molina Healthcare (MOH) ESPP mentioned?

The ESPP purchase price equals 85% of the lower closing price on two dates: January 1, 2026, and June 30, 2026. In this period, the relevant closing price was $173.54 on January 1, 2026, which determined the discounted purchase price for participating employees.

When will Debra Bacon’s remaining restricted Molina Healthcare (MOH) shares vest?

Her remaining restricted shares vest in scheduled tranches: 4,977 shares on March 1, 2027, 4,220 shares on March 1, 2028, and 3,202 shares on March 1, 2029. According to the disclosure, all other restricted shares referenced are already vested.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 07/02/2026 - 04:46 PM Learn about SEC filing dates

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Bacon Debra

(Last) (First) (Middle)

200 OCEANGATE, SUITE 100

(Street)

LONG BEACH CALIFORNIA 90802

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
MOLINA HEALTHCARE, INC. [ MOH ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Medicaid

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	06/30/2026		A(1)		23	A	$147.51(2)	21,819	D
Common Stock	07/01/2026		F(3)		183	D	$232.55	21,636(4)	D

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

Explanation of Responses:

1. The shares were acquired under the Molina Healthcare, Inc. 2019 Employee Stock Purchase Plan (the "ESPP").

2. In accordance with the ESPP, the purchase price is 85% of the closing price of the Issuer's common stock on January 1, 2026 of $173.54 (which represents the lower market price of the Issuer's common stock as of (i) January 1, 2026, the first date of the ESPP offering period, and (ii) June 30, 2026, 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 529 shares on July 1, 2026.

4. The shares vest as follows: 4,977 shares on March 1, 2027; 4,220 shares on March 1, 2028; and 3,202 shares on March 1, 2029. The remaining shares are vested.

Remarks:

	Jeff D. Barlow, by power of attorney for Debra Bacon	07/02/2026
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.
* Form 4: SEC 1474 (03-26)