Centene (CNC) Chief People Officer has 2,785 shares withheld to cover taxes

Rhea-AI Filing Summary

Centene Corp Chief People Officer Tanya M. McNally had 2,785 shares of common stock withheld at $34.45 per share to cover taxes due on the vesting of previously granted restricted stock units. This was an automatic tax-withholding disposition, not an open-market sale.

After this transaction, she directly owns 128,222 shares of Centene common stock. Footnote disclosure states that this ownership figure includes 114,503 shares represented by previously granted restricted stock units and performance stock units, reported at target performance levels and still subject to vesting requirements.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

MCNALLY TANYA M

(Last) (First) (Middle)

7700 FORSYTH BOULEVARD

(Street)

ST. LOUIS MO 63105

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CENTENE CORP [ CNC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief People Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/15/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/15/2026		F		2,785(1)	D	$34.45	128,222(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares withheld for taxes upon vesting of previously-reported grants of restricted stock units.

2. Ownership includes 114,503 shares of previously-granted restricted stock units and performance stock units (reported at target level performance) subject to vesting requirements.

Remarks:

	/s/ Christopher A. Koster (executed by attorney-in-fact)	03/17/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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FAQ

What insider transaction did Centene (CNC) report for Tanya M. McNally?

Centene reported that Chief People Officer Tanya M. McNally had 2,785 shares withheld to satisfy tax obligations on vested restricted stock units. This Form 4 reflects a tax-withholding disposition rather than a discretionary open-market purchase or sale of Centene common stock.

Was the Centene (CNC) Form 4 transaction an open-market sale?

No, the Form 4 shows a tax-withholding disposition, not an open-market sale. 2,785 shares were delivered at $34.45 per share to cover taxes when previously reported restricted stock units vested, as indicated by the F transaction code and the accompanying footnote.

How many Centene (CNC) shares does Tanya M. McNally hold after this Form 4?

After the tax-withholding transaction, Tanya M. McNally directly holds 128,222 shares of Centene common stock. A footnote explains this ownership includes 114,503 shares represented by previously granted restricted and performance stock units that remain subject to vesting conditions.

What does the F transaction code mean in the Centene (CNC) Form 4?

The F code indicates payment of a tax liability or exercise price by delivering securities. In this Centene filing, 2,785 shares of common stock were withheld at $34.45 per share to cover taxes triggered by the vesting of restricted stock units previously reported for Tanya M. McNally.

How many shares were withheld for taxes in the latest Centene (CNC) insider filing?

The filing shows 2,785 Centene common shares were withheld to satisfy tax obligations. These shares relate to the vesting of earlier grants of restricted stock units, with the transaction priced at $34.45 per share according to the Form 4 transaction details and footnote disclosure.

What portion of Tanya M. McNally’s Centene (CNC) holdings are unvested units?

A footnote states that her ownership includes 114,503 shares represented by restricted stock units and performance stock units. These units are reported at target performance and remain subject to vesting requirements, meaning they are not yet fully vested but are counted within her reported ownership.