MOH
Molina Healthcare, INC
NYSE
Form 4: Molina Healthcare CEO Joseph Zubretsky Reports Stock Transactions
Sentiment:
SEC Form 4 Filing
4 March 2025 8:20 PM
Molina Healthcare's CEO, Joseph Zubretsky, reports acquisition and disposal of company stock related to performance stock units and restricted stock grants.
Better than expected
The performance stock units vested at 149%, indicating the company exceeded its performance targets.
Summary
- Joseph M. Zubretsky, the President & CEO of Molina Healthcare, Inc., filed a Form 4 detailing changes in his beneficial ownership of the company's stock.
- On March 1, 2025, Zubretsky acquired 42,996 shares of common stock at $301.12 per share, issued in settlement of performance stock units granted on March 1, 2022.
- These performance stock units vested at the 149% level based on the company's three-year average adjusted earnings per share.
- Also on March 1, 2025, Zubretsky disposed of 19,993 shares and 9,036 shares at $301.12 per share to cover withholding taxes related to the vesting of performance stock units and other shares.
- Additionally, Zubretsky acquired 22,491 shares of restricted stock under the company's 2019 Equity Incentive Plan at a volume-weighted average price (VWAP) of $288.12.
- These restricted shares will vest in one-third increments on March 1, 2026, March 1, 2027, and March 1, 2028.
- Following these transactions, Zubretsky beneficially owns 386,410 shares of Molina Healthcare common stock.
- The filing also includes a Limited Power of Attorney, effective October 9, 2017, authorizing Jeff D. Barlow and Codruta Boggs to execute and file Forms 3, 4, and 5 on Zubretsky's behalf.
Sentiment
Score: 7
Explanation: The sentiment is moderately positive due to the vesting of performance stock units above target, indicating strong company performance. The grant of restricted stock also signals a long-term commitment from the CEO. However, the disposal of shares for tax purposes is neutral.
Positives
- The vesting of performance stock units at 149% suggests the company exceeded its performance targets, which is a positive indicator.
- The grant of restricted stock to the CEO aligns his interests with those of the shareholders and incentivizes long-term value creation.
Future Outlook
The vesting schedule of the restricted stock indicates a multi-year commitment by the CEO, with vesting occurring on March 1st of 2026, 2027 and 2028.
Industry Context
Form 4 filings are routine disclosures required by the SEC to provide transparency into the transactions of company insiders, allowing investors to monitor management's alignment with shareholder interests.
Stakeholder Impact
- Shareholders may view the vesting of performance stock units above target as a positive sign of company performance.
- The CEO's acquisition of restricted stock aligns his interests with those of shareholders, potentially increasing investor confidence.
Key Dates
- 2017-10-09: Date of Limited Power of Attorney execution.
- 2022-03-01: Date of grant for performance stock units.
- 2025-02-28: Closing price of Issuer's common stock.
- 2025-03-01: Date of stock transactions (acquisition and disposal) and restricted stock grant.
- 2025-03-04: Date of Form 4 filing.
- 2026-03-01: First vesting date for a portion of the restricted stock.
- 2027-03-01: Second vesting date for a portion of the restricted stock.
- 2028-03-01: Third vesting date for a portion of the restricted stock.
Keywords
MOH
Molina Healthcare, INC
NYSE
Sector: TBD
Filings with Classifications
Worse than expected
24 April 2025 10:04 AM
Quarterly Report
- The Medical Care Ratio (MCR) increased from 88.5% to 89.2%, indicating higher medical costs than the previous year.
- Net income decreased from $301 million to $298 million, a slight decline in profitability.
Delay expected
18 March 2025 4:06 PM
Contract Announcement
- The document mentions a potential delay in the start date for the contract as a risk factor.
Worse than expected
17 March 2025 4:18 PM
Proxy Statement
- The Company achieved adjusted net income per diluted share of $22.65, representing a 2024 adjusted net income of $1,308 million, falling short of the Company's initial 2024 earnings guidance.
Delay expected
17 March 2025 4:18 PM
Proxy Statement
- The new contract was originally scheduled to commence on July 1, 2025; however, due to ongoing procurement protests, we now anticipate implementation beginning on July 1, 2026.
Better than expected
4 March 2025 8:28 PM
SEC Form 4
- The vesting of performance stock units at 149% of target suggests the company exceeded its performance goals.
Better than expected
4 March 2025 8:27 PM
SEC Form 4 Filing
- The performance stock units vested at 149%, indicating the company exceeded its performance targets.
Better than expected
4 March 2025 8:20 PM
SEC Form 4 Filing
- The performance stock units vested at 149%, indicating the company exceeded its performance targets.
Delay expected
11 February 2025 4:08 PM
Annual Results
- The Georgia Medicaid contract implementation is now anticipated to begin on July 1, 2026, due to ongoing procurement protests, instead of the originally scheduled date of July 1, 2025.
Better than expected
5 February 2025 4:18 PM
Earnings Release
- The company's full year 2024 GAAP net income increased by 9% year-over-year.
- The company's full year 2024 adjusted net income increased by 8% year-over-year.
- The Marketplace MCR for the full year 2024 was 75.4%, better than the company's expectations.
Delay expected
16 December 2024 5:30 PM
Contract Announcement
- The initial notice of intent to award the Michigan contract was cancelled, indicating a potential for delays in the contract award process.
Capital raise
18 November 2024 4:20 PM
Debt Offering Announcement
- Molina Healthcare completed a private offering of $750 million in senior notes.
- The net proceeds of approximately $740 million will be used for general corporate purposes.
Capital raise
13 November 2024 5:11 PM
Debt Offering Announcement
- Molina Healthcare is raising $750 million through a private offering of senior notes.
- The net proceeds are estimated to be approximately $740 million after deducting fees and expenses.
Capital raise
13 November 2024 9:16 AM
Debt Offering Announcement
- Molina Healthcare intends to privately offer $500 million aggregate principal amount of senior notes due 2033.
- The notes will be sold to qualified institutional buyers and certain persons outside the United States.
- The company plans to use the net proceeds for general corporate purposes.
Worse than expected
12 November 2024 4:17 PM
Current Report
- The cancellation of the initial contract award is worse than expected for Molina Healthcare as it introduces uncertainty and requires additional effort to re-bid.
Delay expected
12 November 2024 4:17 PM
Current Report
- The contract commencement has been delayed to January 1, 2026, due to the cancellation and re-issuance of the RFP.
Worse than expected
24 October 2024 10:34 AM
Quarterly Report
- The consolidated MCR was higher than expected due to medical cost pressures in the Medicaid and Medicare segments.
- The Medicaid MCR increased due to higher than expected medical costs in the legacy portfolio and new contracts.
- The Medicare MCR is slightly above the long-term target range due to elevated LTSS and pharmacy costs and higher outpatient utilization.
Better than expected
23 October 2024 4:19 PM
Quarterly Report
- The company's Q3 results exceeded expectations with a 34% increase in GAAP net income per diluted share and a 19% increase in adjusted net income per diluted share year-over-year.
Better than expected
23 September 2024 9:00 AM
Credit Agreement Amendment
- The increase in the credit facility and extension of the maturity date provide better financial flexibility and reduce near-term refinancing risk.
Worse than expected
25 July 2024 11:38 AM
Quarterly Report
- Net income decreased slightly compared to the same period last year.
- The consolidated medical care ratio (MCR) increased to 88.6% in the second quarter of 2024.
Worse than expected
25 April 2024 9:40 AM
Quarterly Report
- Net income decreased by 6% compared to the first quarter of 2023, indicating worse than expected results.
- The consolidated MCR increased from 87.1% to 88.5%, indicating higher medical costs than expected.
Delay expected
11 April 2024 5:09 PM
Contract Award Announcement
- The document mentions a risk of a delay in the start date for the contract.
Better than expected
21 March 2024 4:18 PM
Proxy Statement
- The company achieved adjusted net income in 2023 of $1,213 million, an increase of 16% over 2022 performance.
- The company generated premium revenue of $32.5 billion, an increase of 5% over 2022.
Delay expected
21 March 2024 4:18 PM
Proxy Statement
- The four-year contract in Mississippi was expected to begin on July 1, 2023, but was extended by an additional year, and is now expected to commence between September 1, 2024 and July 1, 2025.
Better than expected
5 March 2024 8:41 PM
SEC Form 4 Filing
- The performance stock units vested at 170% achievement level, indicating that the company exceeded its performance targets for adjusted net income per share over the three-year performance period.
Better than expected
5 March 2024 8:40 PM
SEC Form 4 Filing
- The vesting of performance stock units at 170% suggests the company exceeded its financial targets, indicating better-than-expected performance.
Worse than expected
29 February 2024 4:21 PM
Contract Announcement
- Molina Healthcare's Virginia subsidiary was not selected for the Cardinal Care Managed Care program, which is a negative development.
Better than expected
7 February 2024 4:18 PM
Quarterly Report
- The company's full year 2023 GAAP earnings per diluted share increased by 39% year-over-year, exceeding expectations.
- The company's full year 2023 adjusted earnings per diluted share increased by 17% year-over-year, exceeding expectations.
- The company's 2024 guidance for premium revenue and adjusted earnings per share is higher than previous estimates.
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