Form 4: Molina Healthcare Director Schapiro Receives Stock Grant

Molina Healthcare Director Richard M. Schapiro acquired 317 shares of common stock valued at $173.54 per share on January 1, 2026, as part of his director compensation plan.

Summary

• Richard M. Schapiro, a Director of Molina Healthcare, Inc. (MOH), acquired 317 shares of common stock.
• The transaction occurred on January 1, 2026, and was made pursuant to a Rule 10b5-1 plan.
• The shares were granted under the Issuer's 2025 Equity Incentive Plan for services as a Director.
• The grant value for this quarter was $55,000, part of an annual equity award of $220,000 for each director.
• The number of shares was calculated based on the closing price of $173.54 on December 31, 2025, as January 1, 2026, was a non-trading day.
• Following this transaction, Mr. Schapiro beneficially owns 11,669 shares of Molina Healthcare common stock.

Sentiment

Score: 6

Explanation: The filing reports a routine, pre-scheduled equity grant to a director, which is a neutral event but slightly positive as it increases director ownership and aligns interests with shareholders. No unexpected or negative information is present.

Positives

• Director Richard M. Schapiro increased his direct beneficial ownership in Molina Healthcare by 317 shares, aligning his interests with shareholders.
• The stock grant is part of a pre-established 2025 Equity Incentive Plan and a Rule 10b5-1 plan, indicating structured and transparent director compensation.

Future Outlook

The filing indicates a recurring quarterly equity award structure for directors, suggesting similar grants will occur on the first day of subsequent quarters under the 2025 Equity Incentive Plan.

Industry Context

This routine director compensation grant is a common practice across publicly traded companies in the healthcare sector and other industries, aiming to align director interests with long-term shareholder value. It does not provide specific insights into broader industry trends or competitive positioning.

Comparison to Industry Standards

• The practice of granting equity as part of director compensation is a widely adopted corporate governance standard across various industries, including healthcare, to align director incentives with shareholder interests.
• The specific value of the annual equity award ($220,000) and the quarterly grant structure ($55,000) are within typical ranges for non-executive director compensation at companies of Molina Healthcare's size and market capitalization, though specific comparisons would require detailed peer group analysis.
• The use of a pre-established equity incentive plan (2025 Equity Incentive Plan) for such grants is a standard and transparent method for managing executive and director compensation.

Corporate Governance

Stakeholder Impact

• Shareholders: The grant aligns the director's financial interests with those of the shareholders, potentially fostering long-term value creation.
• Directors: The equity award serves as a component of director compensation, incentivizing continued service and performance.

Next Steps

• Expect similar quarterly equity grants to directors on the first day of subsequent quarters under the 2025 Equity Incentive Plan.

Key Dates

Recommendation

This Form 4 reports a routine, pre-scheduled equity grant to a director as part of their compensation. Such a transaction is generally neutral for the stock price as it reflects standard corporate governance and compensation practices rather than a discretionary investment decision or significant new information about the company's performance. While it slightly increases insider ownership, it does not provide a basis for a strong buy or sell recommendation.

Keywords

Molina Healthcare, MOH, Richard M. Schapiro, Director Compensation, Stock Grant, Insider Transaction, Form 4, Equity Incentive Plan, Healthcare