Centene Corp Announces Executive and Director Changes

Ticker: CNC · Form: 8-K · Filed: 2025-02-24T00:00:00.000Z

Sentiment: neutral

Topics: management-change, board-composition, executive-compensation

Related Tickers: CNC

TL;DR

Centene shakes up exec team and board on Feb 20th.

AI Summary

Centene Corporation announced on February 20, 2025, changes in its executive leadership and board of directors. The filing details the departure of certain officers and directors, the election of new directors, and adjustments to executive compensation arrangements. These changes are effective as of the report date.

Why It Matters

Changes in executive leadership and board composition can signal shifts in company strategy, operational focus, or governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: medium — Executive and board changes can introduce uncertainty regarding future strategy and leadership stability.

Key Players & Entities

FAQ

What specific roles have seen departures or appointments within Centene Corporation?

The filing indicates the departure of certain officers and directors, and the election of new directors, along with adjustments to compensatory arrangements of certain officers, but does not specify the exact roles in this summary.

When were these changes in leadership and board composition effective?

The changes were effective as of February 20, 2025, which is the date of the earliest event reported.

Are there any details provided about the new directors elected to the board?

The filing states that directors were elected, but specific details about the newly elected directors are not included in the provided text.

What is the primary reason for these executive and director changes?

The filing does not explicitly state the reasons for these changes, only that they are being reported under Item 5.02 of Form 8-K.

Does this filing include any financial statements or exhibits?

Yes, the filing explicitly lists 'Financial Statements and Exhibits' as an item of information.

From the Filing

0001071739-25-000031.txt : 20250224 0001071739-25-000031.hdr.sgml : 20250224 20250224161711 ACCESSION NUMBER: 0001071739-25-000031 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 15 CONFORMED PERIOD OF REPORT: 20250220 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20250224 DATE AS OF CHANGE: 20250224 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTENE CORP CENTRAL INDEX KEY: 0001071739 STANDARD INDUSTRIAL CLASSIFICATION: HOSPITAL & MEDICAL SERVICE PLANS [6324] ORGANIZATION NAME: 02 Finance IRS NUMBER: 041406317 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-31826 FILM NUMBER: 25657225 BUSINESS ADDRESS: STREET 1: 7700 FORSYTH BLVD. CITY: ST LOUIS STATE: MO ZIP: 63105 BUSINESS PHONE: 3147254477 MAIL ADDRESS: STREET 1: 7700 FORSYTH BLVD. CITY: ST LOUIS STATE: MO ZIP: 63105 8-K 1 cnc-20250220.htm 8-K cnc-20250220 0001071739 false 0001071739 2025-02-20 2025-02-20 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 20, 2025 CENTENE CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 001-31826 42-1406317 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.) 7700 Forsyth Boulevard, St. Louis, Missouri 63105 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: ( 314 ) 725-4477 (Former Name or Former Address, if Changed Since Last Report): N/A Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): ☐      Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐      Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐      Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐      Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common stock, $0.001 Par Value CNC New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).   Emerging growth company  ☐   If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐ ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS Effective February 20, 2025, the Board of Directors (the "Board") of Centene Corporation (the "Company") increased the size of the Board from 11 to 12 and elected Kenneth Tanji to the Board to fill the resulting vacancy, with a term expiring at the Company's 2025 annual meeting of stockholders. He will serve as a member of the Audit and Compliance Committee of the Board. Mr. Tanji most recently served as Executive Vice President and Chief Financial Officer of Prudential Financial, Inc., an inte

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