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Form 8-K · Current Report · Filed 2026-05-11

Molina Healthcare Approves Major Corporate Governance and Equity Plan Amendments

Molina Healthcare, Inc. announced that at its 2026 Annual Meeting of Stockholders, held on May 6, 2026, the company's stockholders approved two significant amendments. The first was an amendment to the 2025 Equity Incentive Plan, increasing the number of shares authorized for issuance under the plan by 1,500,000 shares to a total of 3,295,000 shares. The second was an amendment to the Certificate of Incorporation, allowing stockholders holding at least 20% of the voting power of the outstanding shares to call a special meeting of stockholders, subject to certain conditions. These amendments reflect the company's commitment to enhancing its governance structure and equity compensation framework.

Filer
Molina Healthcare Inc. MOH · NYSE
Filed
Accession
0001179929-26-000026
CIK
0001179929
Signal
High impactHealthcare

Items reported

Item events

Reported Item

Equity Plan Approved Corporate Update Shareholder Rights Plan (Poison Pill)

Market reaction

Close before filing

$185.94

Next session

+3.0%

Since filing

+5.2%

Latest close

$195.62

What happened, not what will happen — closing prices around the filing date.

Precedent

Previous filings from MOH reporting the same item, with the next session's move:

Insider tape

Within 45 days of this filing, MOH insiders reported 3 Form 4 transactions — net selling of $3.4M.

Full MOH insider history →

About Molina Healthcare Inc.

Molina Healthcare Inc. is a managed care company that provides health plans to low-income individuals through government programs like Medicaid and Medicare. Initially founded in 1980 to operate primary care clinics in California, the company focuses on offering affordable healthcare services to underserved populations across the United States. Molina Healthcare specializes in managing healthcare needs for financially vulnerable segments, leveraging its expertise to accommodate the complexities of state-run health programs. Its services include Medicaid management, Medicare Advantage plans, and the Marketplace Exchange, addressing both preventative and emergent health care needs. Serving various demographic groups, Molina is instrumental in enhancing access to healthcare, particularly in regions where medical resources may be limited. In the financial markets, the company is recognized for navigating the intricacies of state and federal healthcare regulations while maintaining a commitment to economically sustainable growth. Molina’s business model not only helps shape public health policy but also plays a critical role in the broader healthcare ecosystem by promoting efficient resource allocation and contributing to the overall well-being of its members.

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