Centene Corp - Current report filing (8-K)
February 07 2008 - 4:13PM
Edgar (US Regulatory)
SECURITIES
AND EXCHANGE
COMMISSION
Washington,
D.C.
20549
FORM
8-K
Current
Report
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date
of report (Date of earliest event reported): February 3, 2008
CENTENE
CORPORATION
(Exact
name of registrant as specified in its charter)
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Delaware
(State
or other jurisdiction of
incorporation)
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001-31826
(Commission
file
number)
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42-1406317
(IRS
Employer Identification No.)
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7711
Carondelet Avenue, St.
Louis, Missouri 63105
(Address
of principal executive
office and zip code)
Registrant’s
telephone number,
including area code: (314) 725-4477
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below):
o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
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ITEM
5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF CERTAIN OFFICER5S; COMPENSATORY ARRANGEMENTS OF CERTAIN
OFFICERS.
(e)
On
February 3, 2008, our board of directors granted awards under our 2007 Long
Term
Incentive Plan to certain executive officers. Cash payments made from
this award will be based upon the Company achieving certain revenue growth
and
pre-tax margin targets over the three year period from January 1, 2008 through
December 31, 2010. Our Named Executive Officers received grants as
follows:
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Dollar
Value ($)
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Name
and Position
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Target
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Threshold
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Maximum
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Michael
F. Neidorff
Chairman
and Chief Executive Officer
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$
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1,500,000
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$
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600,000
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$
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2,250,000
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Eric
R. Slusser
Executive Vice President
and
Chief Financial Officer
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475,000
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190,000
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712,500
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William
N. Scheffel
Executive
Vice President, Specialty Business Unit
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510,000
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204,000
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765,000
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Carol
E. Goldman
Executive
Vice President and Chief Administrative Officer
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225,000
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90,000
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337,500
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The
form
of the a
greement is
included
as
Exhibit 10.1 and is incorporated by
reference herein. The above
description is
qualified
in its entirety by reference
to such form.
ITEM
9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d)
Exhibits.
10.1
Form of
2007 Long Term Incentive Plan
Award Agreement
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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Date:
February 7, 2008
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CENTENE
CORPORATION
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By:
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/s/
ERIC R. SLUSSER
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Eric
R. Slusser
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Executive
Vice President and Chief Financial Officer
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EXHIBIT
INDEX
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Exhibit
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Number
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Description
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10.1
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Form
of
2007 Long Term Incentive
Plan Award Agreement
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