CENTENE CORP — Director's Dealing 2020

Feb 11, 2020

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: CENTENE CORP (CNC)
CIK: 0001071739
Period of Report: 2020-02-04

Reporting Person: KOSTER CHRISTOPHER (Senior Vice President)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	100636.796	Direct
Common Stock	100	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Phantom Stock	$0.0	2020-01-24	Common Stock (2878.529)		Direct

Footnotes

F1: Ownership includes previous awards of 48,376 restricted stock units subject to vesting requirements which vest in the following manner: 6,668 restricted stock units vest on February 20, 2020; 9,000 restricted stock units vest in three equal installments on the anniversary of the grant date beginning December 10, 2020; 5,334 restricted stock units vest in two installments on the anniversary of the grant date beginning December 11, 2020; 2,374 restricted stock units vest on December 12, 2020; 25,000 restricted stock units vest on April 27, 2021. An additional 36,180 shares are previously awarded performance units which are subject to meeting three-year performance conditions. 10,680 were granted on December 12, 2017; 12,000 were granted on December 11, 2018, and 13,500 were granted on December 10, 2019. The number of performance stock units vesting at the end of each three-year performance period is predicated on meeting three-year performance conditions.

F2: The phantom stock has no formal expiration date. The phantom stock will be settled in cash or other non-Company securities upon Mr. Koster's termination with the Company or on such other date Mr. Koster may elect.

F3: The phantom stock was acquired by Mr. Koster through regularly scheduled payroll contributions to the Company's deferred compensation plan.

F4: Each share of phantom stock represents the right to receive the fair market value of one share of Centene common stock.