CENTENE CORP — Director's Dealing 2017

Feb 13, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CENTENE CORP (CNC)
CIK: 0001071739
Period of Report: 2017-02-09

Reporting Person: DITMORE ROBERT K (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-02-09	Common Stock	S	4167	$68.73	Disposed	503205.891	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	30650	Indirect
Common Stock	11200	Indirect
Common Stock	118400	Indirect

Footnotes

F1: This sale is pursuant to a 10b5-1 Trading Plan that was established on November 29, 2016. The weighted average price for this transaction is reported within the form. Full information regarding the number of shares at each price is available upon request.

F2: Ownership includes 3,350 shares of restricted stock subject to vesting requirements.

F3: Shares owned by spouse who shares Mr. Ditmore's household. Mr. Ditmore disclaims beneficial ownership of the shares held by his spouse, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.

F4: Owned by the Ditmore 2002 Charitable Remainder Trust, of which Mr. Ditmore is a co-trustee.

F5: Owned by the Ditmore Family Management Company LLC, of which Mr. Ditmore is a chief manager. Mr. Ditmore disclaims beneficial ownership except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.