Centene (CNC) Proxy filing summary

Voting matters and shareholder proposals

• Election of nine directors is proposed, with board recommending a vote for all nominees.

• Advisory vote on executive compensation is recommended for approval.

• Ratification of KPMG LLP as independent registered public accounting firm for 2026 is recommended.

• Stockholder proposal for an independent board chairman is recommended against by the board.

Board of directors and corporate governance

• Board slate includes Jessica L. Blume, Kenneth A. Burdick, Christopher J. Coughlin, H. James Dallas, Frederick H. Eppinger, Monte E. Ford, Sarah M. London, Theodore R. Samuels, and Kenneth Y. Tanji.

Executive compensation and say-on-pay

• Advisory vote on executive compensation is included as a key agenda item, with board support.