Molina Healthcare Inc.

05/03/2024 | Press release | Distributed by Public on 05/03/2024 14:17

Submission of Matters to a Vote of Security Holders - Form 8-K

Item 5.07. Submission of Matters to a Vote of Security Holders.
On May 1, 2024, Molina Healthcare, Inc., a Delaware corporation (the "Company"), held its Annual Meeting of Stockholders (the "Annual Meeting"). As of the close of business on March 8, 2024 (the "Record Date"), a total of 58,583,802 shares of the Company's common stock (the "Common Stock") were issued and outstanding. At the Annual Meeting, holders of 51,263,601 shares of Common Stock, or 87.5% of shares outstanding on the Record Date, were represented in person or by proxy, constituting a quorum.

With regard to Proposal No. 1, for the election of the nine directors named below to hold office until the 2025 annual meeting, the stockholders voted as follows:
Director Votes For Votes Against Abstentions Broker
Non-Votes
Barbara L. Brasier 49,049,593 498,076 28,781 1,687,151
Daniel Cooperman 48,151,456 1,395,111 29,883 1,687,151
Stephen H. Lockhart 49,233,328 313,297 29,825 1,687,151
Steven J. Orlando 44,835,004 4,611,955 129,491 1,687,151
Ronna E. Romney 41,998,893 7,548,829 28,728 1,687,151
Richard M. Schapiro 49,233,693 313,155 29,602 1,687,151
Dale B. Wolf 43,917,350 5,531,828 127,272 1,687,151
Richard C. Zoretic 49,246,032 300,566 29,852 1,687,151
Joseph M. Zubretsky 48,434,373 1,110,461 31,616 1,687,151
With regard to Proposal No. 2, for the approval, on a non-binding, advisory basis, of the compensation of the Company's named executive officers, the stockholders voted as follows:
Votes For Votes Against Abstentions Broker Non-Votes
46,266,687 3,277,670 32,093 1,687,151
With regard to Proposal No. 3, for the ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for 2024, the stockholders voted as follows:
Votes For Votes Against Abstentions Broker Non-Votes
48,658,680 2,568,533 36,388 -
With regard to Proposal No. 4, the shareholder proposal regarding simple majority voting, the stockholders voted as follows:
Votes For Votes Against Abstentions Broker Non-Votes
4,541,115 44,972,927 62,408 1,687,151