Molina Healthcare (MOH) CLO receives 13,722-share equity grant

Rhea-AI Filing Summary

Molina Healthcare, Inc. Chief Legal Officer Jeff D. Barlow reported equity compensation changes on March 1, 2026. He received a grant of 13,722 shares of common stock under the company’s 2025 Equity Incentive Plan at a reference price of $145.75 per share, based on a 10‑day volume-weighted average price.

On the same date, 1,638 shares were withheld at $154.05 per share to cover tax obligations tied to the vesting of 4,183 shares, a non‑open‑market, tax-withholding disposition. After these transactions, his directly held common stock increased to 84,986 shares, with the new grant vesting in stages through March 1, 2029.

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

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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).

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^*

Barlow Jeff D.

(Last) (First) (Middle)

2180 HARVARD STREET

SUITE 400

(Street)

SACRAMENTO CA 95815

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Legal Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

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

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

X	Form filed by One Reporting Person
	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	03/01/2026		F		1,638(1)	D	$154.05(2)	71,264	D
Common Stock	03/01/2026		A		13,722(3)	A	$145.75(4)	84,986(5)	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 applied to the payment of withholding taxes arising in connection with the vesting of 4,183 shares on March 1, 2026.

2. Represents the closing price of the Issuer's common stock on February 27, 2026.

3. Grant of restricted stock under the Issuer's 2025 Equity Incentive Plan.

4. Represents the volume-weighted average price (VWAP) of the Company's common stock for the ten (10) trading dates immediately preceding the March 1, 2026 grant date.

5. The shares shall vest as follows: The 13,722 newly granted shares shall vest in one-third increments on each of March 1, 2027, March 1, 2028, and March 1, 2029. Additional shares shall vest as follows: 2,722 shares on March 1, 2027; and 1,619 shares on March 1, 2028. The remaining shares are vested.

Remarks:

	Jeff D. Barlow	03/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did Molina Healthcare (MOH) disclose for Jeff D. Barlow?

Molina Healthcare reported that Chief Legal Officer Jeff D. Barlow received a grant of 13,722 shares of common stock and had 1,638 shares withheld to cover taxes on vesting equity. Both transactions occurred on March 1, 2026, and involved directly held common stock.

How many Molina Healthcare (MOH) shares were granted to the Chief Legal Officer?

Jeff D. Barlow was granted 13,722 shares of Molina Healthcare common stock under the 2025 Equity Incentive Plan. The grant price reference was $145.75 per share, based on the 10‑day volume‑weighted average price before the March 1, 2026 grant date.

Were any Molina Healthcare (MOH) shares sold on the open market in this Form 4?

No open‑market sale was reported. Instead, 1,638 shares of Molina Healthcare common stock were disposed of to satisfy withholding taxes related to the vesting of 4,183 shares on March 1, 2026, a standard tax‑withholding transaction rather than a discretionary share sale.

What is the vesting schedule for Jeff D. Barlow’s new Molina Healthcare (MOH) stock grant?

The 13,722 newly granted shares vest in three equal installments on March 1 of 2027, 2028, and 2029. Additional unvested shares vest as 2,722 shares on March 1, 2027 and 1,619 shares on March 1, 2028, while the remaining reported shares are already vested.

What share prices were used in the Molina Healthcare (MOH) Form 4 transactions?

The tax‑withholding disposition used a share price of $154.05, equal to the February 27, 2026 closing price. The 13,722‑share grant used a reference price of $145.75, reflecting the company’s 10‑day volume‑weighted average price before the March 1, 2026 grant date.

How many Molina Healthcare (MOH) shares does Jeff D. Barlow hold after these transactions?

Following the March 1, 2026 tax‑withholding disposition and equity grant, Jeff D. Barlow directly holds 84,986 shares of Molina Healthcare common stock. This figure reflects the updated balance after both the 1,638 shares withheld for taxes and the 13,722 shares granted under the 2025 Equity Incentive Plan.