-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Vr6lnsjesGGvtIbJ+9DmRZGkhqXy7nfVQB/T6CfH4Sl5BDtQR+iVtrzanlTmqFGR /mFPHb4UBrRBDMS2APntYA== 0001181431-05-060502.txt : 20051109 0001181431-05-060502.hdr.sgml : 20051109 20051109154703 ACCESSION NUMBER: 0001181431-05-060502 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20051103 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers FILED AS OF DATE: 20051109 DATE AS OF CHANGE: 20051109 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MOLINA HEALTHCARE INC CENTRAL INDEX KEY: 0001179929 STANDARD INDUSTRIAL CLASSIFICATION: HOSPITAL & MEDICAL SERVICE PLANS [6324] IRS NUMBER: 134204626 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-31719 FILM NUMBER: 051189949 BUSINESS ADDRESS: STREET 1: ONE GOLDEN SHORE DRIVE CITY: LONG BEACH STATE: CA ZIP: 90802 BUSINESS PHONE: 5624353666 MAIL ADDRESS: STREET 1: ONE GOLDEN SHORE DRIVE CITY: LONG BEACH STATE: CA ZIP: 90802 8-K 1 rrd96622.htm FORM 8K (11-9-05) Prepared By R.R. Donnelley Financial -- Form 8-K
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
Form 8-K
 
Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported):  11/03/2005
 
MOLINA HEALTHCARE, INC.
(Exact name of registrant as specified in its charter)
 
Commission File Number:  001-31719
 
DE
  
134204626
(State or other jurisdiction of
  
(IRS Employer
incorporation)
  
Identification No.)
 
One Golden Shore Drive
Long Beach, CA 90802-4202
(Address of principal executive offices, including zip code)
 
562 435 3666
(Registrant’s telephone number, including area code)
 
(Former name or former address, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[  ]   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ]   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[  ]   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ]   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 

Information to be included in the report

 
Item 5.02.    Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers
 
Effective November 4, 2005, Steven Orlando was elected as a Class III director by the Company's Board of Directors. The term of the Company's Class III directors will expire at the Company's 2008 annual meeting. Mr. Orlando, age 54, has over 30 years of business and corporate finance experience. From 1988 to 1994 and from 2000 to the present, Mr. Orlando has operated his own management and business consulting practice, Orlando Consulting. From 1997 to 2000, he served as the chief financial officer of System Integrators, Inc., an international software company. Mr. Orlando has served on multiple corporate boards, including serving as chairman of the audit committee for a Nasdaq-listed corporation. Mr. Orlando is a certified public accountant. There are no arrangements or understandings between Mr. Orlando and the Company or its officers or directors pursuant to which Mr. Orlando was selected as a director.

Effective November 7, 2005, Terry P. Bayer has been appointed as the Company's Chief Operating Officer. She had formerly served as the Company's Executive Vice President, Health Plan Operations. In addition to her oversight of the operations of the Company's health plans, Ms. Bayer will also assume responsibility for the Company's Shared Services unit which will continue to be led by Sheila Shapiro, Executive Vice President, Shared Services. The employment of Ms. Bayer is not subject to an employment agreement.

On November 3, 2005, George S. Goldstein, Ph.D., a Class I Company director, gave notice to the Board of Directors that he is resigning from the Board effective immediately. He also resigned his executive position. Mr. Goldstein will remain affiliated with the Company as a special advisor to the Chairman of the Board, and as a member of the board of the Company's New Mexico subsidiary.   

 

 

Signature(s)
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
      
 
MOLINA HEALTHCARE, INC.
 
 
Date: November 09, 2005
     
By:
 
/s/    Mark L. Andrews
               
Mark L. Andrews
               
Executive Vice President, General Counsel
 
 
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