Michael F. Neidorff - Dec 31, 2021 Form 5 Insider Report for CENTENE CORP (CNC)

Role
Chairman & CEO, Director
Signature
/s/ Christopher A. Koster (executed by attorney-in-fact)
Stock symbol
CNC
Transactions as of
Dec 31, 2021
Transactions value $
$0
Form type
5
Date filed
2/14/2022, 07:25 PM
Previous filing
Jan 4, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CNC Common Stock Gift $0 -9.33K -0.14% $0.00 6.67M Dec 17, 2021 Direct
transaction CNC Common Stock Gift $0 -18.5K -0.28% $0.00 6.65M Dec 28, 2021 Direct F1
transaction CNC Common Stock Gift $0 -95.2K -28.81% $0.00 235K Dec 28, 2021 By GRAT F2
holding CNC Common Stock 3.6K Dec 31, 2021 By Spouse

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding CNC Phantom Stock 202K Dec 31, 2021 Common Stock 202K $0.00 Direct F3, F4
holding CNC Common Stock Option (right to buy) 13.3K Dec 31, 2021 Common Stock 13.3K $59.62 Direct
holding CNC Common Stock Option (right to buy) 150K Dec 31, 2021 Common Stock 150K $59.73 Direct
holding CNC Common Stock Option (right to buy) 67.2K Dec 31, 2021 Common Stock 67.2K $81.85 Direct F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Ownership includes 701,542 shares of restricted stock subject to vesting requirements.
F2 Owned by a grantor retained annuity trust of which Mr. Neidorff is the trustee and beneficiary of the annuity.
F3 Each share of phantom stock represents the right to receive the fair market value of one share of Centene common stock.
F4 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.
F5 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.