0001071739-21-000283.txt : 20211217 0001071739-21-000283.hdr.sgml : 20211217 20211217185230 ACCESSION NUMBER: 0001071739-21-000283 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20211215 FILED AS OF DATE: 20211217 DATE AS OF CHANGE: 20211217 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: 211503154 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_163978513529196.xml FORM 4 X0306 4 2021-12-15 0 0001071739 CENTENE CORP CNC 0001186257 NEIDORFF MICHAEL F 7700 FORYSTH BOULEVARD ST. LOUIS MO 63105 1 1 0 0 Chairman & CEO Common Stock 2021-12-15 4 A 0 74947 66.42 A 6479020.351 D Common Stock 2021-12-15 4 F 0 117183 81.85 D 6361837.351 D Common Stock 2021-12-15 4 A 0 155773 81.85 A 6517610.351 D Common Stock 494498 I By GRAT Common Stock 3600 I By Spouse Common Stock Option (right to buy) 81.85 2021-12-15 4 A 0 74000 0 A 2031-12-15 Common Stock 74000.0 74000 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 13334.0 13334 D Common Stock Option (right to buy) 59.73 2023-12-15 2030-12-15 Common Stock 150000.0 150000 D Represents the additional number of shares earned from a previously reported performance stock unit grant from December 2018 with a three-year performance period. Refer to Form 4 filed on December 13, 2018. 153,580 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 155,773 restricted stock units. 82,468 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 73,305 units will vest in three annual installments on the anniversary of the grant date. In addition, ownership includes 545,769 shares of restricted stock units subject to vesting requirements. Performance Stock Option granted on December 15, 2021, may become exercisable on or after the third anniversary of the grant date if the closing price of CNC's common stock equals or exceeds $100 per share for 20 consecutive trading days following the grant date. 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/ Christopher A. Koster (executed by attorney-in-fact) 2021-12-17