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

Centene Corporation ("Centene") and Jeffrey A. Schwaneke, the former Executive
Vice President of HealthCare Enterprises of Centene, mutually agreed that Mr.
Schwaneke would resign from his employment with Centene effective as of
September 22, 2021.

In connection with Mr. Schwaneke's resignation, Centene entered into a
separation agreement and release with Mr. Schwaneke, dated as of September 26,
2021 (the "Separation Agreement"). The Separation Agreement provides that, in
accordance with the terms of Centene's previously disclosed Executive Severance
and Change in Control Agreement, Mr. Schwaneke will receive one year of his
current base salary and subsidized COBRA benefits. Notwithstanding the terms of
the Executive Severance and Change in Control Agreement, Mr. Schwaneke will not
receive a prorated annual bonus for 2021 or continued vesting of his outstanding
and unvested Centene equity awards. The Separation Agreement further provides
that none of his outstanding and unvested Centene equity awards will vest in
connection with his resignation. In exchange for relinquishing any accelerated
vesting under the Executive Severance and Change in Control Agreement and the
terms applicable to his outstanding and unvested Centene equity awards, Mr.
Schwaneke will receive a lump-sum cash payment of $3,000,000. The foregoing
payments are subject to the timely execution and non-revocation of a release of
claims in favor of Centene. The foregoing description of the Separation
Agreement is not complete and is subject to and qualified in its entirety by
reference to the Separation Agreement, which will be filed on Centene's next
quarterly report on Form 10-Q.


  Exhibit Number                                          Description
       104               Cover Page Interactive Data File (embedded within the Inline XBRL document).



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