8-K current report · filed Aug 17, 2026

Centene Corporation (CNC) 8-K Current Report: August 17, 2026

Item 5.02Item 7.01Item EX-99.1CNC overview

Short answer

Centene Corporation (CNC) filed an 8-K current report with the SEC on August 17, 2026 reporting Item 5.02 (Departure/Election of Directors or Officers), Item 7.01 (Regulation FD Disclosure), Item EX-99.1 (Exhibit EX-99.1). CFO Andrew Asher retiring December 31, 2026, with strategic-advisor support through 2027 for transition and initiatives.

Centene Corporation 8-K event analysis

AI summary of each reported item and its exhibits

Item 5.02 · Departure/Election of Directors or Officers

  • CFO Andrew Asher retiring December 31, 2026, with strategic-advisor support through 2027 for transition and initiatives
  • Christopher Neczypor, former Lincoln National CFO, slated to become Centene CFO January 1, 2027
  • Incoming CFO compensation: $1.1M salary, 150% target bonus, up to 200% of target
  • 2027 target long-term equity award of $5.25M, plus $10M make-whole RSUs and $2M cash sign-on bonus
  • CFO transition brings insurance-sector expertise but creates substantial retention and onboarding costs-severance obligations

Item 7.01 · Regulation FD Disclosure

  • Forward-looking disclosure covers 2026 full-year guidance and expected CFO transition timing and terms
  • Key earnings risks: government reimbursement changes, Medicaid and Medicare contract outcomes, medical-cost inflation, and CMS Star ratings
  • Regulatory uncertainty around ACA eAPTC renewals could affect membership and profitability
  • Execution risks include enterprise optimization, acquisitions or divestitures, cybersecurity, vendor oversight, and senior-management changes
  • Guidance remains subject to material deviations from economic, competitive, legal, funding, and healthcare-cost developments

Item EX-99.1 · Exhibit EX-99.1

  • CFO Drew Asher steps down December 31, 2026; retirement planned for end-2027
  • Chris Neczypor joins in September and becomes Executive Vice President and CFO January 1, 2027
  • Extended overlap through 2027 supports transition continuity and reduces near-term execution risk
  • Centene reaffirms 2026 adjusted diluted EPS guidance above $4.80
  • Revenue increased from approximately $126B in 2021 to approximately $195B in 2025 during Asher’s tenure

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