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CENTENE CORP — Director's Dealing 2016
Dec 16, 2016
30343_dirs_2016-12-16_292af52b-ba46-4632-b582-6f9032ecc3c3.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: CENTENE CORP (CNC)
CIK: 0001071739
Period of Report: 2016-12-14
Reporting Person: NEIDORFF MICHAEL F (Director, Chairman, President and CEO)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2016-12-14 | Common Stock | A | 225000 | $57.02 | Acquired | 4123366.1753 | Direct |
| 2016-12-16 | Common Stock | F | 16783 | $57.24 | Disposed | 4106583.1753 | Direct |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2016-12-14 | Common Stock Option (right to buy) | $57.02 | A | 20000 | Acquired | 2026-12-14 | Common Stock (20000.0) | Direct |
Holdings (Non-Derivative)
| Security | Shares | Ownership |
|---|---|---|
| Common Stock | 3600 | Indirect |
Holdings (Derivative)
| Security | Exercise Price | Expiration | Underlying | Shares | Ownership |
|---|---|---|---|---|---|
| Phantom Stock | $0.0 | 2011-02-11 | Common Stock (101138.002) | 101138.002 | Direct |
Footnotes
F1: Ownership includes this award of 225,000 restricted stock units. 90,000 units will vest in three annual installments on the anniversary of the grant date. The remaining 135,000 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. Ownership includes previous awards of 328,332 restricted stock units subject to vesting requirements.
F2: Shares withheld for taxes upon vesting of previously reported stock grant.
F3: 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.
F4: Each share of phantom stock represents the right to receive the fair market value of one share of Centene common stock.
F5: 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.