0001071739-20-000277.txt : 20201217 0001071739-20-000277.hdr.sgml : 20201217 20201217193209 ACCESSION NUMBER: 0001071739-20-000277 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20201215 FILED AS OF DATE: 20201217 DATE AS OF CHANGE: 20201217 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NEIDORFF MICHAEL F CENTRAL INDEX KEY: 0001186257 STATE OF INCORPORATION: MO FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31826 FILM NUMBER: 201397607 MAIL ADDRESS: STREET 1: 7711 CARONDELET AVENUE CITY: ST LOUIS STATE: MO ZIP: 63105 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CENTENE CORP CENTRAL INDEX KEY: 0001071739 STANDARD INDUSTRIAL CLASSIFICATION: HOSPITAL & MEDICAL SERVICE PLANS [6324] IRS NUMBER: 041406317 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 7700 FORSYTH BLVD. CITY: ST LOUIS STATE: MO ZIP: 63105 BUSINESS PHONE: 3147254477 MAIL ADDRESS: STREET 1: 7700 FORSYTH BLVD. CITY: ST LOUIS STATE: MO ZIP: 63105 4 1 wf-form4_160825151753222.xml FORM 4 X0306 4 2020-12-15 0 0001071739 CENTENE CORP CNC 0001186257 NEIDORFF MICHAEL F 7700 FORYSTH BOULEVARD ST. LOUIS MO 63105 1 1 0 0 Chairman, President & CEO Common Stock 2020-12-15 4 A 0 103296 50.43 A 6442204.351 D Common Stock 2020-12-15 4 F 0 132145 59.73 D 6310059.351 D Common Stock 2020-12-15 4 A 0 250000 59.73 A 6560059.351 D Common Stock 605615 I By GRAT Common Stock 3600 I By Spouse Common Stock Option (right to buy) 59.73 2020-12-15 4 A 0 150000 0 A 2023-12-15 2030-12-15 Common Stock 150000.0 150000 D Phantom Stock 0.0 2011-02-11 2011-02-11 Common Stock 202276.004 202276.004 D Common Stock Option (right to buy) 59.62 2022-12-11 2029-12-11 Common Stock 20000.0 20000 D Common Stock Option (right to buy) 28.51 2019-12-14 2026-12-14 Common Stock 7500.0 7500 D Represents the additional number of shares earned from a previously reported performance stock unit grant from December 2017 with a three-year performance period. Refer to Form 4 filed on December 14, 2017. 192,000 shares were reported based on achievement of target level of performance. Shares withheld for taxes upon vesting of previously reported stock grant. Ownership includes this award of 250,000 restricted stock units. 150,000 units are performance stock units. The number of performance stock units vesting at the end of the three year period is predicated on meeting three-year performance conditions. The remaining 100,000 units will vest in three annual installments on the anniversary of the grant date. In addition, ownership includes 554,831 shares of restricted stock units subject to vesting requirements. Owned by a grantor retained annuity trust of which Mr. Neidorff is the trustee and beneficiary of the annuity. One-third of the options will vest and become non-forfeitable on each of the first three anniversaries of the date of grant. Once vested, the options will remain exercisable for the balance of their full ten year term. Each share of phantom stock represents the right to receive the fair market value of one share of Centene common stock. The phantom stock has no formal expiration date. The phantom stock will be settled in cash or other non-Company securities upon Mr. Neidorff's termination with the Company or on such other date Mr. Neidorff may elect. /s/ Jeffrey A Schwaneke (executed by attorney-in-fact) 2020-12-17