Centene Corp Files Definitive Proxy Statement

Ticker: CNC · Form: DEF 14A · Filed: Mar 28, 2024 · CIK: 1071739

Centene Corp DEF 14A Filing Summary
FieldDetail
CompanyCentene Corp (CNC)
Form TypeDEF 14A
Filed DateMar 28, 2024
Risk Levellow
Pages15
Reading Time18 min
Key Dollar Amounts$4.95, $6.68, $154 billion
Sentimentneutral

Sentiment: neutral

Topics: Centene Corp, Proxy Statement, DEF 14A, Corporate Governance, Shareholder Meeting

TL;DR

<b>Centene Corporation has filed its Definitive Proxy Statement for the fiscal year ending December 31, 2023, outlining its mission and commitment to community health.</b>

AI Summary

CENTENE CORP (CNC) filed a Proxy Statement (DEF 14A) with the SEC on March 28, 2024. Centene Corporation filed a Definitive Proxy Statement on March 28, 2024. The filing pertains to the fiscal year ending December 31, 2023. The company's mission is to transform the health of the communities it serves. Founded in 1984 as a single local healthcare plan, Centene has a long history of community support. Centene is committed to providing access to quality, culturally sensitive care.

Why It Matters

For investors and stakeholders tracking CENTENE CORP, this filing contains several important signals. This filing is a standard regulatory requirement for publicly traded companies, providing shareholders with information regarding corporate governance and upcoming meetings. The detailed information within the proxy statement is crucial for shareholders to make informed decisions regarding voting on company matters, including executive compensation and board elections.

Risk Assessment

Risk Level: low — CENTENE CORP shows low risk based on this filing. The filing is a routine proxy statement and does not contain new financial performance data or significant strategic shifts that would indicate immediate high risk.

Analyst Insight

Review the executive compensation details and any proposed shareholder resolutions within the proxy statement to understand potential impacts on corporate governance and shareholder value.

Key Numbers

  • 2024-03-28 — Filing Date (DEF 14A Filing Date)
  • 2024-05-14 — Period of Report (Conformed Period of Report)
  • 1231 — Fiscal Year End (Fiscal Year End)
  • 1984 — Founding Year (Company founding year)

Key Players & Entities

  • CENTENE CORP (company) — Name of Registrant
  • 7700 FORSYTH BLVD. (address) — Business Address
  • ST LOUIS (location) — Business Address City
  • MO (location) — Business Address State
  • 63105 (postal_code) — Business Address Zip
  • 3147254477 (phone_number) — Business Phone
  • 1984 (date) — Founding year
  • 2024-03-28 (date) — Filing Date

FAQ

When did CENTENE CORP file this DEF 14A?

CENTENE CORP filed this Proxy Statement (DEF 14A) with the SEC on March 28, 2024.

What is a DEF 14A filing?

A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by CENTENE CORP (CNC).

Where can I read the original DEF 14A filing from CENTENE CORP?

You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by CENTENE CORP.

What are the key takeaways from CENTENE CORP's DEF 14A?

CENTENE CORP filed this DEF 14A on March 28, 2024. Key takeaways: Centene Corporation filed a Definitive Proxy Statement on March 28, 2024.. The filing pertains to the fiscal year ending December 31, 2023.. The company's mission is to transform the health of the communities it serves..

Is CENTENE CORP a risky investment based on this filing?

Based on this DEF 14A, CENTENE CORP presents a relatively low-risk profile. The filing is a routine proxy statement and does not contain new financial performance data or significant strategic shifts that would indicate immediate high risk.

What should investors do after reading CENTENE CORP's DEF 14A?

Review the executive compensation details and any proposed shareholder resolutions within the proxy statement to understand potential impacts on corporate governance and shareholder value. The overall sentiment from this filing is neutral.

How does CENTENE CORP compare to its industry peers?

Centene Corporation operates in the healthcare sector, specifically in managed care and government-sponsored healthcare programs. The company focuses on serving vulnerable populations.

Are there regulatory concerns for CENTENE CORP?

As a publicly traded company, Centene is subject to the regulations of the Securities and Exchange Commission (SEC), including the requirement to file proxy statements (DEF 14A) under the Securities Exchange Act of 1934.

Industry Context

Centene Corporation operates in the healthcare sector, specifically in managed care and government-sponsored healthcare programs. The company focuses on serving vulnerable populations.

Regulatory Implications

As a publicly traded company, Centene is subject to the regulations of the Securities and Exchange Commission (SEC), including the requirement to file proxy statements (DEF 14A) under the Securities Exchange Act of 1934.

What Investors Should Do

  1. Review the full proxy statement for details on executive compensation packages.
  2. Examine any proposals to be voted on by shareholders at the upcoming meeting.
  3. Assess the company's stated mission and its alignment with operational strategies.

Key Dates

  • 2024-03-28: Filing of Definitive Proxy Statement — Provides shareholders with information for the upcoming annual meeting and voting.

Glossary

DEF 14A
Definitive Proxy Statement (This is the primary document filed by Centene Corp to communicate with shareholders regarding company matters and solicit votes.)
Proxy Statement
A document required by the SEC that provides shareholders with information about a company's annual meeting, including details on director nominees, executive compensation, and other matters to be voted upon. (Essential for shareholders to understand company proposals and make informed voting decisions.)

Year-Over-Year Comparison

This filing is a Definitive Proxy Statement (DEF 14A), which is a standard regulatory document. No comparative financial data from a previous filing is presented here.

Filing Stats: 4,447 words · 18 min read · ~15 pages · Grade level 16.7 · Accepted 2024-03-28 16:56:09

Key Financial Figures

  • $4.95 — the months and years ahead. We reported $4.95 of diluted earnings per share (EPS) and
  • $6.68 — of diluted earnings per share (EPS) and $6.68 of adjusted diluted EPS for full year 2
  • $154 billion — roduct lines. 2023 Financial Results $154 billion $4.95 $6.68 10% 7% Total Revenues

Filing Documents

Executive Compensation Overview

Executive Compensation Overview 18 Compensation Best Practices 21 Board and Governance Matters 23 Proposal 1 - Election of Directors 23 Board Overview 24 2024 Director Nominees 28 Independence of Directors 39 Director Nomination Process 40 Stockholder Recommendations of Director Candidates 40 Corporate Governance 41 Corporate Governance Guidelines 41 Proxy Access 42 Board and Committee Structure 43 Director Engagement 49 Board Oversight of Risk Management 50 Oversight of Sustainability 55 Stockholder Engagement 56 Other Governance Policies and Practices 59 Related Party Transactions 59 Compensation of Directors 60 Executive Officers 64 Proposal 2 - Advisory Resolution to Approve Executive Compensation 65

Executive Compensation

Executive Compensation 66 Compensation Discussion and Analysis 66 Compensation and Talent Committee Report 95

Executive Compensation Tables

Executive Compensation Tables 96 Pay Versus Performance 108 CEO to Median Employee Pay Ratio Information 110 Proposal 3 - Ratification of Appointment of Independent Registered Public Accounting Firm 111 Proposal 4 - Stockholder Proposal 117

Security Ownership of Certain Beneficial Owners and Management

Security Ownership of Certain Beneficial Owners and Management 122 Five Percent Beneficial Owners of Common Stock 122 Delinquent Section 16(a) Reports 123 Equity Compensation Plan Information 124 Commonly Asked Questions and Answers About the Annual Meeting 125 Other Matters 129 Committee Reports 129 Proxy Solicitation Costs 129 Stockholder Proposals and Director Nominations 129 Multiple Stockholders Having the Same Address 130 Requests for Additional Information 130

Forward-Looking Statements

Forward-Looking Statements 131 Appendix A - Reconciliation of Non-GAAP Measures 132 Who We Are 7 Who We Are Company Overview Centene is a leading provider of government-sponsored healthcare. We provide access to quality healthcare for nearly 1 in 15 individuals nationwide through government-sponsored programs, including Medicaid, Medicare and the Health Insurance Marketplace. Our focus is on improving health and health care for low-income, complex populations. Our mission is to transform the health of the communities we serve, one person at a time. Centene provides access to high-quality healthcare, innovative programs and a wide range of health solutions that help families and individuals get well, stay well and be well. Our uniquely local approach – with local brands and local teams who live in, care about and directly influence the communities they serve – is a key differentiator in our ability to provide access to quality care to our members. Centene treats the whole person, an approach that is delivered locally but backed by the scale of Centene's expertise, data and resources. Through this approach and our commitment to sustainable partnerships, we work with local community organizations to realize our mission of transforming the health of the communities we serve, one person at a time. We are focused on making strategic decisions and investments to create additional value in the short-term and to seek opportunities that position the organization for long-term strength, profitability, growth and innovation. In addition to creating stockholder value, we are modernizing and improving how we work in order to propel our organization to new levels of success and elevate the member and provider experiences. Centene's Long-Term Strategy Value Creation Plan 01 Focus on Medicaid, Marketplace and Medicare, capitalizing on the significant expansion opportunities in each market SG&A Expense Annual Savings 02 Build from the strength of our market posi

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