Item 5.07. Submission of Matters to a Vote of Security Holders.
On May 4, 2022, Molina Healthcare, Inc., a Delaware corporation (the "Company"),
held its Annual Meeting of Stockholders. At the meeting, a total of 53,848,058
shares were voted, representing 91.77% of the 58,673,515 shares outstanding as
of the March 7, 2022 record date.
With regard to Proposal No. 1, all nine nominated directors were elected to hold
office until the 2023 annual meeting. The stockholders voted as follows:
Broker
Director Votes For Votes Against Abstentions Non-Votes
Barbara L. Brasier 51,151,222 246,427 8,115 2,442,294
Daniel Cooperman 51,307,653 75,600 22,511 2,442,294
Stephen H. Lockhart 51,310,305 72,991 22,468 2,442,294
Steven J. Orlando 48,747,320 2,583,877 74,567 2,442,294
Ronna E. Romney 44,359,391 7,034,894 11,479 2,442,294
Richard M. Schapiro 51,164,957 218,318 22,489 2,442,294
Dale B. Wolf 47,177,513 4,220,207 8,044 2,442,294
Richard C. Zoretic 51,166,226 217,040 22,498 2,442,294
Joseph M. Zubretsky 51,212,006 171,767 21,991 2,442,294
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 for 2021,
the stockholders voted as follows:
Votes For Votes Against Abstentions Broker Non-Votes
48,981,043 2,410,155 14,566 2,442,294
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
2022, the stockholders voted as follows:
Votes For Votes Against Abstentions
51,564,850 2,276,945 6,263
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