CENTENE CORPORATION (NYSE:CNC) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

0

CENTENE CORPORATION (NYSE:CNC) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF
DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY
ARRANGEMENTS OF CERTAIN OFFICERS

(e)
At the 2017 Annual Meeting of Stockholders held on April 25,
2017, our stockholders approved the amendment to the 2012
Stock Incentive Plan to increase the number of common shares
reserved for issuance under the plan and to effect certain
other changes.
A copy of the Centene Corporation 2012 Stock Incentive Plan, As
Amended, is included as Exhibit 10.1 to this current report. The
above description is qualified in its entirety by reference to such
exhibit.
ITEM 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
At the 2017 Annual Meeting of Stockholders on April 25, 2017, the
following actions were taken:
Michael F. Neidorff, Robert K. Ditmore, and Richard A.
Gephardt>were re-elected as Class I Directors;
The proposal to approve the advisory vote on executive
compensation was approved;
The proposal to amend the 2012 Stock Incentive Plan was
approved;
The proposal to hold an advisory vote on executive
compensation for the frequency of “1 YEAR” was approved;
and
The selection of KPMG LLP as the Company’s independent
registered public accounting firm for the fiscal year ending
December 31, 2017, was ratified.
In light of these results, the Board of Directors has determined to
hold an annual advisory vote on executive compensation. The final
results of voting on each of the matters submitted to a vote of
security holders during the Registrant’s annual meeting of
shareholders on April 25, 2017, are as follows:
1.
Election of Directors:
FOR
AGAINST
ABSTAIN
Michael F. Neidorff
138,177,288
5,120,682
394,737
Robert K. Ditmore
134,864,432
8,630,524
197,751
Richard A. Gephardt
142,887,303
547,881
257,523
FOR
AGAINST
ABSTAIN
BROKER NON-VOTES
2.
Advisory resolution to approve executive compensation.
127,288,920
16,130,574
273,213
10,345,348
FOR
AGAINST
ABSTAIN
BROKER NON-VOTES
3.
Approval of amendment to the 2012 Stock Incentive Plan.
126,126,463
17,366,708
199,536
10,345,348
1 YEAR
2 YEARS
3 YEARS
ABSTAIN
BROKER NON-VOTES
4.
Advisory vote on frequency of advisory votes on executive
compensation.
127,351,478
153,797
15,967,091
220,341
10,345,348
FOR
AGAINST
ABSTAIN
5.
Ratification of KPMG LLP as the Company’s independent
registered public accounting firm for the fiscal year
ending December 31, 2017.
151,123,992
2,731,726
182,337
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d)
Exhibits. See Exhibit Index.


About CENTENE CORPORATION (NYSE:CNC)

Centene Corporation is a diversified healthcare company that provides programs and services to government sponsored healthcare programs. The Company also provides education and outreach programs to inform and assist members in accessing appropriate healthcare services. The Company operates through two segments. The Managed Care segment provides health plan coverage to individuals, through government subsidized programs, including Medicaid, the State Children’s Health Insurance Program (CHIP), Long Term Care (LTC), Foster Care, dual-eligible individuals (Duals) and the Supplemental Security Income Program, also known as the Aged, Blind or Disabled Program (ABD). The Specialty Services segment consists of its specialty companies offering a range of healthcare services and products to state programs, correctional facilities, healthcare organizations, employer groups and other commercial organizations.

CENTENE CORPORATION (NYSE:CNC) Recent Trading Information

CENTENE CORPORATION (NYSE:CNC) closed its last trading session up +0.15 at 72.95 with 3,512,017 shares trading hands.