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CENTENE CORP 8-K Report, Executive Changes (Aug 17, 2026)

Reports
Leadership Changes·Regulation FD·Exhibits & Filings
Filing Date
Filed August 17, 2026
Period End
August 12, 2026
Security
CNC
In the record · 2016–202610-K1110-Q328-K217

CNC filed 11 annual reports (10-K), 32 quarterly reports (10-Q) and 217 current reports (8-K) between 2016 and 2026.

  1. Deal closed8-K · Jul ’18Jul ’18
  2. Leadership change8-K · Jan ’20Jan ’20
  3. Deal closed8-K · Jan ’22Jan ’22
  4. Leadership change8-K · Aug ’25Aug ’25

Summary

Summary of the 8-K filed August 17, 2026. Cited figures are marked; the original filing is the authoritative source.

Centene Corporation (NYSE: CNC) announced a planned Chief Financial Officer transition.

CFO Andrew (Drew) Asher, who has served as CFO since 2021, will step down effective December 31, 2026, and remain with the company as a Strategic Advisor through the end of 2027 to support an orderly handover and strategic initiatives. Christopher Neczypor, most recently CFO of Lincoln National/Lincoln Financial (February 2023 to August 2026), has been named his successor. He joins Centene as Executive Vice President in early September 2026 and is expected to become Executive Vice President and CFO on January 1, 2027.

He is not initially a Section 16 officer in the EVP role. The compensation package for Neczypor is substantial: a $1.1 milliona base salary, a 150% target annual cash bonus (with up to 200% payout potential), $5.25 million in target 2027 long-term equity awards, a one-time $10 million make-whole RSU grant vesting over three years, and a $2 million cash sign-on bonus subject to a 12-month clawback if he leaves voluntarily or is terminated for cause. The make-whole awards are designed to offset compensation he forfeits from Lincoln, which signals a competitive hire.

The full employment agreement will be filed later as an exhibit to a periodic report. Alongside the leadership news, Centene reaffirmed its 2026 full-year adjusted diluted EPS guidance of greater than $4.80b and all related metrics from its July 28, 2026 second-quarter earnings release. For investors, the filing reads as a planned, well-telegraphed transition with a continuity bridge rather than a signal of operational trouble, though the new CFO's background is insurance-focused and heavily strategy and investment oriented rather than managed care operations.

Key Highlights

  1. CFO Drew Asher will step down effective December 31, 2026, and retire at the end of 2027, remaining as Strategic Advisor through 2027 to ensure continuity.
  2. Christopher Neczypor, former CFO of Lincoln National/Lincoln Financial, named as successor CFO effective January 1, 2027, joining as EVP in early September 2026.
  3. Neczypor's compensation includes a $1.1M base salary, 150% target bonus, $5.25M in 2027 target LTI awards, a $10M make-whole RSU grant, and a $2M sign-on bonus with a 12-month clawback.
  4. Make-whole awards are intended to offset compensation forfeited from Lincoln, indicating a competitive recruitment of an external executive.
  5. Centene reaffirmed full-year 2026 adjusted diluted EPS guidance of greater than $4.80 and all associated guidance metrics from its July 28, 2026 Q2 release.
  6. Asher's tenure spanned a period in which revenue grew from approximately $126 billion in 2021 to approximately $195 billion in 2025, per the company's press release.
  7. Neczypor's background is primarily in insurance finance, investment risk, and strategy, with prior experience at PwC, Kingdon Capital Management, and Lincoln; he does not appear to have a managed care operating background in the filing.

Frequently Asked Questions

  1. Why is Centene's CFO stepping down, and is this a sign of trouble?

    The filing describes the move as a planned retirement. Asher will leave the CFO role at the end of 2026 but remain as a Strategic Advisor through 2027 to support an orderly transition and strategic initiatives. Combined with the reaffirmed 2026 guidance, the announcement does not indicate an operational problem, though investors should monitor execution during the handover.

  2. Who is Christopher Neczypor and what experience does he bring?

    Neczypor, 45, was CFO of Lincoln National/Lincoln Financial from February 2023 to August 2026, previously serving as Chief Strategy Officer and Head of Investment Risk and Strategy there. Earlier he was an investor at Kingdon Capital Management focused on insurance and alternative investments and began his career as an auditor at PwC's insurance practice. His experience is strong in capital management, insurance finance, and strategy.

  3. What is the compensation package for the new CFO?

    Neczypor will receive a $1.1 million base salary and a 150% target annual cash bonus, with potential payouts up to 200% of target. He will also get $5.25 million in target 2027 long-term equity awards at the Compensation Committee's discretion, a one-time $10 million make-whole RSU grant vesting over three years, and a $2 million cash sign-on bonus, which must be repaid if he leaves voluntarily or is terminated for cause within 12 months.

  4. Does the CFO transition affect 2026 earnings guidance?

    No. Centene explicitly reaffirmed its full-year 2026 adjusted diluted EPS guidance of greater than $4.80 and all associated 2026 metrics from its July 28, 2026 second-quarter earnings release. Asher remains CFO through December 31, 2026, so the current year's guidance is not tied to the leadership change.

  5. When will the full employment agreement be publicly available?

    The company says the complete Employment Agreement will be filed as an exhibit to the periodic report covering the financial reporting period in which Neczypor becomes CFO, which is expected to be the period beginning January 1, 2027. Investors can review the full terms, including severance and change-in-control provisions, at that time.