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CENTENE CORP Director's Dealing 2017

Dec 19, 2017

30343_dirs_2017-12-19_f5eed2ae-a22a-486f-906d-d9b4024a9cd8.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: 2017-12-15

Reporting Person: BRINKLEY CYNTHIA J (President & COO)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2017-12-15 Common Stock F 3996 $99.02 Disposed 163694 Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Phantom Stock $0.0 2016-02-16 Common Stock (2332.436) 2332.436 Direct

Footnotes

F1: Shares withheld for taxes upon vesting of previously reported stock grant.

F2: Ownership includes 112,668 shares of restricted stock units subject to vesting requirements and reflects cancellation of 9,000 restricted stock units without consideration on December 18, 2017. 5,400 of the cancelled shares are performance stock units.

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 Ms. Brinkley's termination with the Company or on such other date Ms. Brinkley may elect.