CENTENE CORPORATION (NYSE:CNC) Files An 8-K Other Events
ITEM 8.01 OTHER EVENTS
On December 12, 2018, the Board of Directors declared a two-for-one split of the Centene’s common stock in the form of a 50% stock dividend and is expected to be effective in the first quarter of 2019. The split is subject to stockholder approval of an amendment to Centene’s certificate of incorporation to increase the number of authorized shares of common stock. The record date for the related Special Meeting of Stockholders as well as the record date for the proposed stock dividend is December 24, 2018.
Important Additional Information and Where to Find It
Centene Corporation, its directors and its officers may be deemed to be participants in the solicitation of proxies from stockholders in connection with the special meeting seeking approval to increase the number of Centene’s authorized shares of common stock under its Certificate of Incorporation in order to effect a stock split (the “Special Meeting”). Centene has filed a preliminary proxy statement with the U.S. Securities and Exchange Commission (the “SEC”) in connection with the solicitation of proxies for the Special Meeting (the “Preliminary Proxy Statement”), together with a preliminary proxy card. STOCKHOLDERS ARE URGED TO READ THE PRELIMINARY PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS THAT CENTENE WILL FILE WITH THE SEC CAREFULLY IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. The definitive proxy statement for the Special Meeting will be delivered to stockholders when it is available. Additional information regarding the identity of these potential participants and their direct or indirect interests, by security holdings or otherwise, will be set forth in the Proxy Statement and other materials to be filed with the SEC in connection with the Special Meeting. Information relating to the foregoing can also be found in Centene’s definitive proxy statement for its 2018 Annual Meeting of Stockholders (the “2018 Proxy Statement”), filed with the SEC on March 9, 2018. To the extent holdings of Centene’s securities by such potential participants (or the identity of such participants) have changed since the information printed in the 2018 Proxy Statement, such information has been or will be reflected on Statements of Change in Ownership on Forms 3 and 4 filed with the SEC.
Stockholders will be able to obtain, free of charge, copies of the Proxy Statement, any amendments or supplements thereto and any other documents (including the proxy card) when filed by Centene with the SEC in connection with the Special Meeting at the SEC’s website (http://www.sec.gov), at the Centene’s website (https://investors.centene.com/financial-information/sec-filings) or by contacting our Secretary, Keith H. Williamson, by phone at 314-725-4477, by email at [email protected] or by mail at Centene Corporation, Attn: Keith H. Williamson, Centene Plaza, 7700 Forsyth Boulevard, St. Louis, Missouri 63105. In addition, copies of the proxy materials, when available, may be requested from the Company’s proxy solicitor, Saratoga Proxy Consulting, LLC at 212-257-1311 or toll-free at 888-368-0379.
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.