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Crystal clear…

goldstar.jpegThe markets may be closed today, but footnoted.org is open, with a rare gold star, to boot. Last night, as I was looking through the proxy filed by Molina Healthcare (MOH), I couldn’t help but notice how easy the proxy was to read. There was no long, convoluted CD&A; there were only two — count ’em — footnotes for the summary compensation table and the entire proxy checked in at a sprightly 30 pages.

But it was the way that the company handled the “change in control” disclosure that really stood out. While the new rules require companies to provide greater disclosure when it comes to these potential payments, the quality of disclosure varies pretty dramatically. Molina’s, however, is crystal clear. They provide five separate charts — one for each of the top five executives — and then eight different scenarios under which the executive would receive a payout. So it’s relatively easy to see — well, at least add up, since my one quibble is that the company doesn’t provide totals — that CEO J. Mario Molina would receive $2.6 million under a normal retirement, but $7.1 million following a change in control.

Granted, at a market cap of under $900 million, Molina, which focuses on managed care for the low-income market, is a small cap in most people’s eyes. Still, investors should hope that their proxy prescription starts to spread.