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Centene (CNC) director Coughlin awarded 3,992 RSUs and updates share holdings

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

COUGHLIN CHRISTOPHER J reported acquisition or exercise transactions in this Form 4 filing.

Centene director Christopher J. Coughlin reported a new equity award and updated his holdings in Centene Corp. He received a grant of 3,992 shares of restricted stock units, which will vest in full on the earlier of May 12, 2027, or the date of Centene’s next annual stockholder meeting. Following this award, Coughlin directly holds 18,148.926 shares of Centene common stock. In addition, a grantor retained annuity trust for the benefit of Coughlin and his adult children holds 30,054 shares, which he reports as indirect ownership as sole trustee.

Positive

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Negative

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Insider COUGHLIN CHRISTOPHER J
Role null
Type Security Shares Price Value
Grant/Award Common Stock 3,992 $0.00 --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 18,148.926 shares (Direct, null); Common Stock — 30,054 shares (Indirect, By Grantor Retained Annuity Trust)
Footnotes (1)
  1. This award includes 3,992 shares of restricted stock units which will vest in full on the earlier of May 12, 2027, or the date of the Registrant's next annual meeting of stockholders. Owned by a grantor retained annuity trust for the benefit of Mr. Coughlin and his adult children, of which Mr. Coughlin is the sole trustee.
RSU award 3,992 shares Restricted stock units granted to director on May 12, 2026
Direct holdings after award 18,148.926 shares Centene common stock directly owned by Coughlin after transaction
Indirect trust holdings 30,054 shares Held by grantor retained annuity trust for Coughlin and adult children
Vesting date May 12, 2027 RSUs vest on this date or at next annual stockholder meeting, whichever is earlier
restricted stock units financial
"This award includes 3,992 shares of restricted stock units which will vest in full..."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Grantor Retained Annuity Trust financial
"Owned by a grantor retained annuity trust for the benefit of Mr. Coughlin..."
A grantor retained annuity trust (GRAT) is an estate-planning tool where the person who creates the trust transfers assets into it but receives fixed cash payments (an annuity) from the trust for a set number of years; whatever remains after that term passes to designated beneficiaries. It matters to investors because it can shift future appreciation of assets out of the creator’s taxable estate—like putting an asset into a timed vending machine that pays you fixed amounts while any extra value that grows inside the machine goes to heirs with reduced gift or estate tax consequences.
grant, award, or other acquisition financial
"transaction_code_description": "Grant, award, or other acquisition""
indirect ownership financial
"ownership_type": "indirect""
SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
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*
COUGHLIN CHRISTOPHER J

(Last)(First)(Middle)
7700 FORSYTH BOULEVARD

(Street)
ST. LOUIS MISSOURI 63105

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
CENTENE CORP [ CNC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/12/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock05/12/2026A3,992(1)A$018,148.926D
Common Stock30,054IBy Grantor Retained Annuity Trust(2)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. This award includes 3,992 shares of restricted stock units which will vest in full on the earlier of May 12, 2027, or the date of the Registrant's next annual meeting of stockholders.
2. Owned by a grantor retained annuity trust for the benefit of Mr. Coughlin and his adult children, of which Mr. Coughlin is the sole trustee.
Remarks:
/s/ Christopher A. Koster (executed by attorney-in-fact)05/13/2026
** Signature of Reporting PersonDate
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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Centene (CNC) director Christopher Coughlin report?

Christopher J. Coughlin reported an equity compensation award of 3,992 restricted stock units in Centene common stock. This is a non-cash grant classified as an acquisition under code A, reflecting routine director compensation rather than an open-market stock purchase or sale.

When do Christopher Coughlin’s new Centene (CNC) restricted stock units vest?

The 3,992 restricted stock units awarded to Christopher Coughlin vest in full on the earlier of May 12, 2027, or the date of Centene’s next annual meeting of stockholders. This single-vesting date structure ties the award to the company’s board service cycle.

How many Centene (CNC) shares does Christopher Coughlin now hold directly?

After the reported award, Christopher Coughlin directly holds 18,148.926 shares of Centene common stock. This figure reflects his direct ownership position following the grant of 3,992 restricted stock units, as disclosed in the Form 4 insider filing.

What is the indirect Centene (CNC) ownership reported by Christopher Coughlin?

A grantor retained annuity trust for the benefit of Christopher Coughlin and his adult children holds 30,054 Centene common shares. Coughlin is the sole trustee and reports these as indirectly owned, distinguishing them from his directly held Centene share position.

Was Christopher Coughlin’s Centene (CNC) Form 4 a stock purchase or sale?

The Form 4 does not report an open-market purchase or sale. It shows a grant of 3,992 restricted stock units as compensation and an updated indirect holding entry for 30,054 shares in a grantor retained annuity trust, with no reported market transaction price.

What does transaction code A mean in Christopher Coughlin’s Centene (CNC) filing?

Transaction code A in the filing indicates a grant, award, or other acquisition rather than a market trade. For Christopher Coughlin, it represents 3,992 restricted stock units of Centene common stock received as an equity compensation award for his director role.