ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS
On February 23, 2022, the Board of Directors (the "Board") of Centene
Corporation (the "Company") approved a request from Michael Neidorff for a paid
medical leave of absence from his roles as Chief Executive Officer, Chairman,
and a director of the Company (the "Leave of Absence"). The Board also (i)
appointed James Dallas as the Acting Chairman of the Board and (ii) appointed an
expanded Office of the Chairman, consisting of Sarah London, Vice Chairman of
the Board; Brent Layton, the Company's President and Chief Operating Officer;
Drew Asher, the Company's Chief Financial Officer; and Shannon Bagley, the
Company's Chief Administrative Officer, to oversee the day-to-day management of
the Company and discharge the duties of the Chief Executive Officer on an
interim basis. Such leadership team will report to James Dallas in his position
as Acting Chairman of the Board. The Board continues to be engaged in the
previously announced succession process to appoint a new CEO, which is currently
targeted for completion no later than Q2 2022.
ITEM 7.01 REGULATION FD DISCLOSURE
A copy of the press release announcing the events described in Item 5.02 above
is attached hereto as Exhibit 99.1 and incorporated herein by reference.
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