CENTENE CORP·4

Jan 28, 6:59 PM ET

SMITH SUSAN RAYE 4

4 · CENTENE CORP · Filed Jan 28, 2026

Research Summary

AI-generated summary of this filing

Updated

Centene (CNC) COO Susan R. Smith Receives 112,823-Share Award

What Happened

  • Susan R. Smith, Chief Operating Officer of Centene Corporation (CNC), received an award of 112,823 shares on January 26, 2026. The Form 4 records this as an award/grant (transaction code A) with an acquisition price of $0.00 (reported value $0 on the form). This was a compensation grant, not an open-market purchase or sale.

Key Details

  • Transaction date: 2026-01-26; Form filed: 2026-01-28 (filed within the standard 2-business-day Form 4 window).
  • Grant composition: 45,129 restricted stock units (RSUs) and 67,694 performance stock units (PSUs) reported at target.
  • Vesting: RSUs vest in three annual installments beginning March 15, 2027. PSUs vest March 15, 2029 and will range from 0% to 200% of target based on Centene’s stock-price performance (final 20 trading days of 2025 vs final 60 trading days of 2028).
  • Ownership reported: Filing notes ownership includes 90,117 previously-granted RSUs/PSUs (reported at target); the Form does not state a total post-grant share count beyond that note.
  • Transaction type: A = Award/Grant (compensation), not a market buy/sell or option exercise.

Context

  • This is a standard executive compensation grant. PSUs are performance-contingent: actual shares received will depend on specified stock-performance comparisons over the stated measurement periods.
  • Awards reported at $0 on Form 4 reflect grant accounting on the form; they do not represent cash paid by the insider or an open-market purchase.

Insider Transaction Report

Form 4
Period: 2026-01-26
SMITH SUSAN RAYE
Chief Operating Officer
Transactions
  • Award

    Common Stock

    [F1][F2]
    2026-01-26+112,823225,289 total
Footnotes (2)
  • [F1]This award includes 45,129 restricted stock units that vest in three annual installments beginning on March 15, 2027. This award also includes 67,694 performance stock units reported at target level performance. The actual number of performance stock units that will vest on March 15, 2029 ranges from 0% to 200% of the reported target performance stock units based on the Company's stock price performance for the final 20 trading days of 2025, compared to the final 60 trading days of 2028.
  • [F2]Ownership includes 90,117 shares of previously-granted restricted stock units and performance stock units (reported at target level performance) subject to vesting requirements.
Signature
/s/ Christopher A. Koster (executed by attorney-in-fact)|2026-01-28

Documents

1 file
  • 4
    wk-form4_1769644791.xmlPrimary

    FORM 4