MOLINA HEALTHCARE Files DEF 14A for 2026 Shareholder Meeting

Def 14a - Molina Healthcare, Inc. (0001179929) (Filer) Filing Summary
FieldDetail
CompanyDef 14a - Molina Healthcare, Inc. (0001179929) (Filer)
Filed DateMar 23, 2026
Risk Levellow
Pages15
Reading Time18 min
Key Dollar Amounts$350 million
Sentimentneutral

Complexity: moderate

Sentiment: neutral

Topics: proxy-statement, corporate-governance, shareholder-meeting

TL;DR

**Molina Healthcare just dropped its proxy statement, get ready to vote on big company decisions!**

AI Summary

MOLINA HEALTHCARE, INC. filed a DEF 14A proxy statement on March 23, 2026, detailing information for its upcoming shareholder meeting. This filing, identified by SEC Accession No. 0001179929-26-000014, includes 52 documents and an iXBRL DEF 14A document of 2019917 bytes. For investors, this matters because DEF 14A filings contain crucial details about executive compensation, director elections, and other proposals that directly impact corporate governance and shareholder value, allowing them to make informed voting decisions.

Why It Matters

This filing provides shareholders with essential information to vote on critical company matters, influencing MOLINA HEALTHCARE's future direction and leadership.

Risk Assessment

Risk Level: low — A DEF 14A filing is a standard disclosure and does not inherently present a direct financial risk, but rather provides information for shareholders.

Analyst Insight

Investors should review the full DEF 14A document to understand the proposals, executive compensation, and board nominations before the upcoming shareholder meeting to make informed voting decisions.

Key Numbers

  • 2026-03-23 — Filing Date (Date the DEF 14A was filed by MOLINA HEALTHCARE, INC.)
  • 52 — Number of Documents (Total documents included in the filing)
  • 2019917 — iXBRL DEF 14A Size (bytes) (Size of the primary proxy statement document)

Key Players & Entities

  • MOLINA HEALTHCARE, INC. (company) — the filer of the DEF 14A
  • 0001179929 (company) — the CIK of MOLINA HEALTHCARE, INC.
  • 2026-03-23 (date) — the filing date and period of report
  • 2019917 (dollar_amount) — size in bytes of the iXBRL DEF 14A document

FAQ

What type of filing did MOLINA HEALTHCARE, INC. submit and on what date?

MOLINA HEALTHCARE, INC. submitted a DEF 14A (Other definitive proxy statements) filing on March 23, 2026, with SEC Accession No. 0001179929-26-000014.

How many documents were included in this specific DEF 14A filing?

This DEF 14A filing from MOLINA HEALTHCARE, INC. included 52 documents, as indicated by the 'Documents' field in the filing detail.

Filing Stats: 4,495 words · 18 min read · ~15 pages · Grade level 12.8 · Accepted 2026-03-23 16:18:03

Key Financial Figures

  • $350 million — purchase price for the transaction was $350 million. Florida Procurement—Medicaid. In July

Filing Documents

Executive Compensation

Executive Compensation 33 Compensation Discussion and Analysis 33 Compensation Committee Report 46 Compensation Tables 47 2025 Summary Compensation Table 47 2025 All Other Compensation Table 48 2025 Grants of Plan-Based Awards Table 48 2025 Outstanding Equity Awards at Fiscal Year End Table 50 Outstanding Equity Awards Vesting Schedule Table 51 2025 Option Exercises and Stock Vested Table 52 Non-Qualified Deferred Compensation for 2025 53 Potential Payments Upon Change in Control or Termination 53 CEO Pay Ratio 58 Pay Versus Performance 59 Compensation Committee Interlocks and Insider Participation 63 PROPOSAL 3 - Ratification of the Appointment of Independent Registered Public Accounting Firm 64 Audit Committee Report 65 Audit Committee's Evaluation and Oversight of Independent Auditors 66 Fees Paid to Independent Registered Public Accounting Firm 68 PROPOSAL 4 - Approval of an Amendment to Molina Healthcare, Inc. 2025 Equity Incentive Plan 69 PROPOSAL 5 - Approval of an Amendment to Our Certificate of Incorporation to Permit Stockholders to Call Special Meetings 78

Security Ownership of Certain Beneficial Owners and Management

Security Ownership of Certain Beneficial Owners and Management 80

Security Ownership of Management

Security Ownership of Management 80

Security Ownership of Principal Stockholders

Security Ownership of Principal Stockholders 81 Securities Authorized for Issuance Under Equity Compensation Plans 81 Management Analysis of Material Adverse Effects of Compensation Plans 82 Householding 82 Other Matters 82 Questions and Answers About our Annual Meeting 83 Appendix A-1 - Amendment Number One to The Molina Healthcare, Inc. 2025 Equity Incentive Plan A1-1 Appendix A-2 - Molina Healthcare, Inc. 2025 Equity Incentive Plan A2-1 Appendix B-1 - Special Meeting Amendment B1-1 Appendix B-2 - Special Meeting Amendment (marked to show proposed amendments) B2-1 Appendix C - Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995 C-1 Proxy Statement Summary This proxy statement is furnished in connection with the solicitation of proxies on behalf of the Board of Directors of Molina Healthcare, Inc. ("Board" or "Board of Directors") for the annual meeting of stockholders to be held on Wednesday, May 6, 2026, at 10:00 a.m. Eastern time, and is being mailed or transmitted on or about March 23, 2026 to the Company's stockholders of record as of March 9, 2026. Please review this proxy statement in its entirety and the Company's 2025 Annual Report ("Annual Report") before voting. In this proxy statement, we may refer to Molina Healthcare, Inc. as the "Company," "Molina Healthcare," "our," or "we". Meeting Details DATE AND TIME LOCATION WHO CAN VOTE Wednesday, May 6, 2026 10:00 a.m., Eastern time Meeting will be held live via the internet at www.virtualshareholdermeeting.com/MOH2026 Stockholders of record on the close of business on March 9, 2026 are entitled to vote at the 2026 Annual Meeting. Ways to Vote BY INTERNET BY TOLL-FREE TELEPHONE BY MAIL During the Annual Meeting or prior to the meeting at www.proxyvote.com 1-800-690-6903 Follow instructions on your proxy card Matters for Stockholder Voting At this year's annual meeting, we are asking our stockholders to vote on the foll

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