Molina Healthcare (MOH) director gets 317-share equity grant under 2025 plan

Rhea-AI Filing Summary

Molina Healthcare director reports quarterly stock grant under equity plan

A director of Molina Healthcare, Inc. received a grant of 317 shares of common stock on January 1, 2026 under the company’s 2025 Equity Incentive Plan, in connection with service as a director. The grant value was based on an annual equity award of $220,000 per director, with one quarter, or $55,000, granted on the first day of each quarter.

Because January 1, 2026 was a non-trading day, the share amount was calculated using the $173.54 closing price of Molina Healthcare common stock on December 31, 2025. Following this transaction, the reporting person beneficially owned 17,325 shares held by a family trust and 1,500 shares held in the reporting person’s 401(k) plan, all reported as indirect ownership.

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^*

ORLANDO STEVEN J

(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)

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

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

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	01/01/2026		A(1)		317(2)	A	$173.54(3)	17,325	I	Held by trust(4)
Common Stock								1,500	I	Held by reporting person's 401(k) plan.

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. Grant of stock under the Issuer's 2025 Equity Incentive Plan in connection with the Reporting Person's services as a Director.

2. The aggregate dollar value of the annual equity award to each director was set at $220,000, with one quarter, or $55,000, to be granted on the first day of each quarter, based on the closing price of the Issuer's common stock on such day. Since the grant date of January 1, 2026, was a non-trading day, the number of shares was calculated based on the closing price of the Issuer's common stock on December 31, 2025, of $173.54. Thus, the grant this quarter for services as a Director is for 317 shares of the Issuer's common stock.

3. Represents the closing price of the Issuer's common stock on December 31, 2025.

4. Shares are held by Orlando Family Trust.

Remarks:

	Jeff. D. Barlow, by power of attorney for Steven J. Orlando.	01/02/2026
	** 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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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transaction did Molina Healthcare (MOH) report for January 1, 2026?

Molina Healthcare reported that a director received a grant of 317 shares of common stock on January 1, 2026 under the company’s 2025 Equity Incentive Plan, in connection with service as a director.

How is the Molina Healthcare (MOH) director’s annual equity compensation structured?

The filing states that the aggregate dollar value of the annual equity award to each director is $220,000, with one quarter, or $55,000, granted on the first day of each quarter based on the closing price of Molina Healthcare’s common stock on that day.

What stock price was used to determine the 317-share grant for the Molina Healthcare director?

Because January 1, 2026 was a non-trading day, the number of shares was calculated using the $173.54 closing price of Molina Healthcare common stock on December 31, 2025.

How many Molina Healthcare (MOH) shares does the director beneficially own after this transaction?

After the reported grant, the director beneficially owned 17,325 shares of Molina Healthcare common stock held by a family trust and 1,500 shares held in the director’s 401(k) plan, all reported as indirect ownership.

Through what entities are the Molina Healthcare (MOH) shares held for this director?

The filing explains that shares are held by the Orlando Family Trust, and an additional portion is held by the reporting person’s 401(k) plan, both reported as indirect beneficial ownership.

What plan governs the reported Molina Healthcare (MOH) stock grant to the director?

The stock grant of 317 shares to the director was made under Molina Healthcare’s 2025 Equity Incentive Plan, as compensation for services as a director.