Form 8-K

8-K — CENTENE CORP

Accession: 0001071739-26-000154

Filed: 2026-07-28

Period: 2026-07-28

CIK: 0001071739

SIC: 6324 (HOSPITAL & MEDICAL SERVICE PLANS)

Item: Results of Operations and Financial Condition

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — cnc-20260728.htm (Primary)

EX-99.1 (a20260728ex991pressrelease.htm)

EX-99.2 (a20260728ex992pressrelease.htm)

GRAPHIC (centenelogoa60.jpg)

GRAPHIC (centenelogoa60a.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: cnc-20260728.htm · Sequence: 1

cnc-20260728

0001071739false00010717392026-07-282026-07-28

UNITED STATES

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): July 28, 2026

CENTENE CORPORATION

(Exact Name of Registrant as Specified in Charter)

Delaware 001-31826 42-1406317

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

7700 Forsyth Boulevard,

St. Louis, Missouri 63105

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (314) 725-4477

(Former Name or Former Address, if Changed Since Last Report): N/A

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):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered

Common stock, $0.001 Par Value

CNC

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION

(a) On July 28, 2026, we issued a press release announcing our financial results for the second quarter ended June 30, 2026. The full text of the press release is included as Exhibit 99.1 to this report. The information contained in the website cited in the press release is not a part of this report.

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

(a) On July 23, 2026, Director Kenneth Burdick notified Centene Corporation (the Company) of his resignation from the Board of Directors (the Board), including from his service on the Quality and Compliance Committee, effective July 28, 2026. His resignation was not the result of any dispute or disagreement with the Company or the Company's Board on any matter relating to the operations, policies or practices of the Company.

(d) Effective July 28, 2026, the Board elected Paul Diaz to the Board to fill the vacancy created by Mr. Burdick's resignation, with a term expiring at the Company's 2027 annual meeting of stockholders. He was appointed to serve as a member of the Audit Committee and the Quality and Compliance Committee.

Mr. Diaz has served as a Managing Partner at Cressey & Company, a private equity firm focusing on healthcare, since May 2025. Prior to that, he served as Director, President and CEO of Myriad Genetics, Inc., a publicly-traded genetic testing and precision medicine company from August 2020 to April 2025. Prior to that, he was a partner with Cressey from 2016 to 2020. Prior to that, he served with Kindred Healthcare, a Fortune 500 Company and one of the largest providers of healthcare services in the United States, from 2002 to 2018. He was the President and CEO of Kindred Healthcare from 2004 to 2015 and a director from 2004 to 2018.

Mr. Diaz will participate in the Company's standard non-employee director compensation program as described in the Company's proxy statement filed with the SEC on March 27, 2026.

There are no arrangements or understandings pursuant to which Mr. Diaz has been elected as a director of the Company. There are no family relationships between Mr. Diaz and any director or executive officer of the Company. There are no related party transactions in respect of the Company of the kind described in Item 404(a) of Regulation S-K in which Mr. Diaz was a participant.

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 99.2 and incorporated herein by reference.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits

EXHIBIT INDEX

Exhibit Number Description

99.1*

Press release of Centene Corporation issued July 28, 2026 as to financial results for the second quarter ended June 30, 2026

99.2*

Press release dated July 28, 2026

104

Cover page information from Centene Corporation’s Current Report on Form 8-K filed on July 28, 2026 formatted in Inline Extensible Business Reporting Language (iXBRL).

* The information contained in Exhibits 99.1 and 99.2 attached hereto shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section.

The information contained in Item 2.02, Item 7.01, Exhibit 99.1 and Exhibit 99.2 attached hereto shall be deemed to be "furnished" and not "filed" for purpose of Section 18 of the Securities Exchange Act of 1934 and shall not otherwise be subject to the liabilities of that section. Nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933 or under the Securities Exchange Act of 1934, except as expressly set forth by specific reference in such filing.

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.

CENTENE CORPORATION

Date: July 28, 2026 By: /s/ ANDREW L. ASHER

Andrew L. Asher

Executive Vice President & Chief Financial Officer

EX-99.1

Filename: a20260728ex991pressrelease.htm · Sequence: 2

Document

Exhibit 99.1

N E W S R E L E A S E

Contact: Investor Relations Inquiries Media Inquiries

Jennifer Gilligan Sara Garland

Senior Vice President, Finance & Investor Relations Chief Communications Officer

(212) 549-1306 (314) 445-0790

FOR IMMEDIATE RELEASE

CENTENE CORPORATION REPORTS SECOND QUARTER 2026 RESULTS

-- Second Quarter GAAP Diluted Earnings Per Share of $2.19; Adjusted Diluted Earnings Per Share of $2.51 --

-- Increases 2026 GAAP Diluted EPS Guidance: Greater than $3.11 & Adjusted Diluted EPS Greater than $4.80 --

•Commercial HBR of 79.2%, demonstrating significant year-over-year improvement in profitability.

•Medicare segment HBR of 89.5%, including fundamental outperformance in both Medicare Advantage and PDP.

•Medicaid HBR of 93.9%, in-line with expectations and reflecting continued execution in management of medical cost trend.

•Guidance increase resulting from underlying strength of the business, including approximately $0.50 of non-recurring items in Medicare and Commercial segments.

ST. LOUIS, July 28, 2026 -- Centene Corporation (NYSE: CNC) (the Company) announced today its financial results for the second quarter ended June 30, 2026. In summary, the 2026 second quarter results were as follows:

Total revenues (in millions) $ 53,579

Premium and service revenues (in millions) $ 44,375

Health benefits ratio 89.6 %

SG&A expense ratio 7.0 %

Adjusted SG&A expense ratio (1)

6.9 %

GAAP diluted earnings per share $ 2.19

Adjusted diluted earnings per share (1)

$ 2.51

Total cash flow provided by operations (in millions) $ 3,590

(1)

Represents a non-GAAP financial measure. A full reconciliation of the adjusted diluted earnings per share (EPS) and adjusted selling, general and administrative (SG&A) expenses is shown in the Non-GAAP Financial Presentation section of this release.

"Our second quarter results and improved full-year outlook represent meaningful milestones on our path to restoring profitability and increasing shareholder value," said Chief Executive Officer of Centene, Sarah M. London. "We are excited by the positive momentum we have built and remain focused on our goal of delivering industry-leading health outcomes with an industry-leading cost structure."

Membership

The following table sets forth membership by line of business:

June 30,

2026 2025

Traditional Medicaid (1)

10,745,800 11,227,400

High Acuity Medicaid (2)

1,364,900 1,592,300

Total Medicaid 12,110,700 12,819,700

Marketplace 3,494,700 5,862,800

Individual and Commercial Group (3)

497,000 449,700

Total Commercial 3,991,700 6,312,500

Medicare (4)

980,000 1,026,900

Medicare Prescription Drug Plan (PDP)

8,803,000 7,845,800

Total at-risk membership 25,885,400 28,004,900

(1)

Membership includes Temporary Assistance for Needy Families (TANF), Medicaid Expansion, Children's Health Insurance Program (CHIP), Foster Care, and Behavioral Health.

(2)

Membership includes Aged, Blind, or Disabled (ABD), Intellectual and Developmental Disabilities (IDD), Long-Term Services and Supports (LTSS), and Medicare-Medicaid Plans (MMP) Duals. The Company operated MMPs through December 31, 2025. In 2026 these members are included in Medicare as a result of the Centers for Medicare and Medicaid Services (CMS) transition to Dual Eligible Special Needs Plans (D-SNP) based integration.

(3)

Membership includes Commercial Group, Individual Coverage Health Reimbursement Arrangement (ICHRA) and Other Off-Exchange Individual.

(4)

Membership includes Medicare Advantage, Medicare Supplement, and Applicable Integrated Plans (AIPs) as a result of the CMS transition to D-SNP based integration in 2026.

Premium and Service Revenues

The following table sets forth supplemental revenue information ($ in millions):

Three Months Ended June 30,

2026 2025 % Change

Medicaid $ 22,766 $ 21,723 5 %

Commercial 9,356 10,070 (7) %

Medicare (1)

11,057 9,450 17 %

Other 1,196 1,224 (2) %

Total premium and service revenues $ 44,375 $ 42,467 4 %

(1)

Medicare includes Medicare Advantage, Medicare PDP and Medicare Supplement.

Statement of Operations: Three Months Ended June 30, 2026

•For the second quarter of 2026, premium and service revenues increased 4% to $44.4 billion from $42.5 billion in the comparable period of 2025. The increase was primarily driven by premium yield and membership growth in the PDP business, rate increases in Marketplace and in the Medicaid business to address medical trend, Marketplace risk adjustment revenue transfer for the 2025 and 2026 benefit years, and state directed payments. The increases were partially offset by lower Marketplace and Medicaid membership.

•Health benefits ratio (HBR) of 89.6% for the second quarter of 2026 represents a decrease from 93.0% in the comparable period in 2025. The consolidated HBR benefited from a lower Marketplace HBR resulting from improved pricing and risk transfer reflecting the acuity of the Marketplace membership. The HBR also decreased due to rate and revenue increases and continued tangible progress in managing medical costs in the Medicaid business. The HBR benefited by the favorable resolution of programmatic elements for the 2025 benefit year in Medicare and was also driven by an increase to the premium deficiency reserve (PDR) in 2025 versus no PDR in 2026 for our Medicare Advantage business as a result of our progression towards profitability.

•The SG&A expense ratio was 7.0% for the second quarter of 2026, compared to 7.1% in the second quarter of 2025. The adjusted SG&A expense ratio was 6.9% for the second quarter of 2026, compared to 7.1% in the second quarter of 2025. The decreases were primarily driven by strong cost management, leveraging of expenses over higher revenues and reduced Marketplace membership, which operates at a meaningfully higher SG&A expense ratio, as well as overall discipline in Marketplace SG&A. The decreases were also driven by growth in the PDP business, which operates at a meaningfully lower SG&A expense ratio as compared to the overall company.

•The effective tax rate was 26.9% for the second quarter of 2026. For the second quarter of 2026, our effective tax rate on adjusted earnings was 26.5%.

•GAAP diluted EPS of $2.19 for the second quarter of 2026.

•Adjusted diluted EPS of $2.51 for the second quarter of 2026.

•Cash flow provided by operations for the second quarter of 2026 was $3.6 billion, primarily driven by net earnings and the timing of pass through, premium and other payments, partially offset by net improvement in 2025 risk adjustment transfer position.

Balance Sheet

At June 30, 2026, the Company had cash, investments and restricted deposits of $44.8 billion and maintained $715 million of cash available for general corporate use. Medical claims liabilities totaled $20.3 billion. The Company's days in claims payable (DCP) was 47 days, a decrease of one day as compared to the first quarter of 2026 driven by timing of state directed payments.

During the second quarter of 2026, the Company repurchased $260 million of the Company's par value senior notes due 2027 and 2028. Following the senior note repurchase, total debt was $16.1 billion, which included no borrowings on the $4.0 billion Revolving Credit Facility at quarter end.

Outlook

Please refer to the Forward-Looking Statements, which should be reviewed in conjunction with the Company's 2026 outlook.

The Company is increasing total revenues guidance range by $6.0 billion to a range of $193.5 billion to $197.5 billion driven by premium tax revenue, Marketplace, and Medicaid. The Company is increasing premium and service revenues guidance range by $2.0 billion to a range of $173.0 billion to $177.0 billion driven by Marketplace and Medicaid. The Company is also increasing its investment and other income expectation by $50 million to $1.50 billion.

The Company is updating its 2026 GAAP diluted EPS guidance floor to greater than $3.11 and its 2026 adjusted diluted EPS guidance floor to greater than $4.80.

The Company's annual guidance for 2026 is as follows and will be discussed further on our conference call:

Full Year 2026

GAAP diluted EPS

> $3.11

Adjusted diluted EPS (1)

> $4.80

(1)

A full reconciliation of adjusted diluted EPS is shown in the Non-GAAP Financial Presentation section of this release.

Full Year 2026

Low High

Total revenues (in billions) $ 193.5 $ 197.5

Premium and service revenues (in billions) $ 173.0 $ 177.0

HBR 90.5 % 91.3 %

SG&A expense ratio 7.2 % 7.8 %

Adjusted SG&A expense ratio (2)

6.9 % 7.5 %

Effective tax rate 26.5 % 27.5 %

Adjusted effective tax rate (3)

25.5 % 26.5 %

Diluted shares outstanding (in millions) 497.0 500.0

(2)

Adjusted SG&A expense ratio excludes severance costs due to enterprise optimization and contract exits of approximately $355 million to $405 million, enterprise optimization third-party vendor costs of approximately $85 million to $115 million and acquisition and divestiture related expenses of approximately $750 thousand.

(3)

Adjusted effective tax rate excludes income tax effects of adjustments of approximately $268 million to $272 million.

Conference Call

As previously announced, the Company will host a conference call Tuesday, July 28, 2026, at 8:30 a.m. ET to review the financial results for the second quarter ended June 30, 2026.

Investors and other interested parties are invited to listen to the conference call by dialing 1-877-883-0383 (toll free) in the U.S. and Canada; +1-412-902-6506 (toll) from abroad, including the following Elite Entry Number: 4306002 to expedite caller registration; or via a live, audio webcast on the Company's website at www.centene.com, under the Investors section.

A webcast replay will be available for on-demand listening shortly following the completion of the call for the next 12 months or until 11:59 p.m. ET on Tuesday, July 27, 2027, at the aforementioned URL. In addition, a digital audio playback will be available until 9 a.m. ET on Tuesday, August 4, 2026, by dialing 1-855-669-9658 (toll free) in North America, or +1-412-317-0088 (toll) from abroad, and entering access code 6500508.

Non-GAAP Financial Presentation

The Company is providing certain non-GAAP financial measures in this release as the Company believes that these figures are helpful in allowing investors to more accurately assess the ongoing nature of the Company's operations and measure the Company's performance more consistently across periods. The Company uses the presented non-GAAP financial measures internally in evaluating the Company's performance and for planning purposes, by allowing management to focus on period-to-period changes in the Company's core business operations, and in determining employee incentive compensation. Therefore, the Company believes that this information is meaningful in addition to the information contained in the GAAP presentation of financial information. The Company strongly encourages investors to review its consolidated financial statements and publicly filed reports in their entirety and cautions investors that the non-GAAP financial measures used by the Company may differ from similar measures used by other companies, even when similar terms are used to identify such measures. The presentation of non-GAAP financial measures is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP.

Specifically, the Company believes the presentation of non-GAAP financial measures that excludes amortization of acquired intangible assets, acquisition and divestiture related expenses, as well as other items, allows investors to develop a more meaningful understanding of the Company's core performance over time.

The tables below provide reconciliations of non-GAAP items ($ in millions, except per share data):

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

GAAP net earnings (loss) attributable to Centene $ 1,091 $ (253) $ 2,632 $ 1,058

Amortization of acquired intangible assets 161 173 327 346

Acquisition and divestiture related expenses — 1 — 1

Other adjustments (1)

46 58 53 61

Income tax effects of adjustments (2)

(50) (58) (92) (100)

Adjusted net earnings (loss) $ 1,248 $ (79) $ 2,920 $ 1,366

(1) Other adjustments include the following pre-tax items:

2026:

(a) for the three months ended June 30, 2026: enterprise optimization costs of $37 million, severance costs due to enterprise optimization and contract exits of $15 million, and net gain on debt extinguishment of $6 million;

(b) for the six months ended June 30, 2026: enterprise optimization costs of $50 million, severance costs due to enterprise optimization and contract exits of $18 million, gain on sale of a provider network in the Other segment of $10 million, net gain on real estate transactions of $4 million, and net gain on debt extinguishment of $1 million.

2025:

(a) for the three months ended June 30, 2025: intangible asset impairment related to the wind-down of certain contracts in the Other segment of $55 million and a reduction to the previously reported gain on real estate transactions of $3 million;

(b) for the six months ended June 30, 2025: intangible asset impairment related to the wind-down of certain contracts in the Other segment of $55 million, a reduction to the previously reported gain on the sale of Magellan Rx of $10 million, and a net gain on real estate transactions of $4 million.

(2) The income tax effects of adjustments are based on the effective income tax rates applicable to each adjustment.

Three Months Ended June 30, Six Months Ended June 30,

Annual Guidance

December 31, 2026

2026 2025 2026 2025

GAAP diluted earnings (loss) per share attributable to Centene $ 2.19 $ (0.51) $ 5.30 $ 2.13

greater than $3.11

Amortization of acquired intangible assets 0.32 0.35 0.66 0.70

~$1.30

Other adjustments (3)

0.09 0.12 0.11 0.12

~$0.93

Income tax effects of adjustments (4)

(0.09) (0.12) (0.19) (0.20)

~$(0.54)

Adjusted diluted earnings (loss) per share $ 2.51 $ (0.16) $ 5.88 $ 2.75

greater than $4.80

(3) Other adjustments include the following pre-tax items:

2026:

(a) for the three months ended June 30, 2026: enterprise optimization costs of $0.07 per share ($0.06 after-tax), severance costs due to enterprise optimization and contract exits of $0.03 per share ($0.02 after-tax), and net gain on debt extinguishment of $0.01 per share ($0.01 after-tax);

(b) for the six months ended June 30, 2026: enterprise optimization costs of $0.10 per share ($0.08 after-tax), severance costs due to enterprise optimization and contract exits of $0.04 per share ($0.03 after-tax); gain on sale of a provider network in the Other segment of $0.02 per share ($0.02 after-tax), and net gain on real estate transactions of $0.01 per share ($0.01 after-tax);

(c) for the year ended December 31, 2026, an estimated: $0.76 per share ($0.58 after-tax) of severance costs, $0.20 per share ($0.15 after-tax) of enterprise optimization costs, $0.02 per share ($0.02 after-tax) gain on sale of a provider network in the Other segment, and a $0.01 per share ($0.01 after-tax) net gain on real estate transactions.

2025:

(a) for the three months ended June 30, 2025: intangible asset impairment related to the wind-down of certain contracts in the Other segment of $0.11 per share ($0.08 after-tax), and a reduction to the previously reported gain on real estate transactions of $0.01 per share ($0.01 after-tax);

(b) for the six months ended June 30, 2025: intangible asset impairment related to the wind-down of certain contracts in the Other segment of $0.11 per share ($0.08 after-tax), a reduction to the previously reported gain on the sale of Magellan Rx of $0.02 per share ($0.02 after-tax), and a net gain on real estate transactions of $0.01 per share ($0.01 after-tax).

(4) The income tax effects of adjustments are based on the effective income tax rates applicable to each adjustment.

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

GAAP selling, general and administrative expenses $ 3,103 $ 3,036 $ 6,500 $ 6,389

Less:

Acquisition and divestiture related expenses — 1 — 1

Severance 15 — 18 —

Enterprise optimization costs 37 — 50 —

Adjusted selling, general and administrative expenses $ 3,051 $ 3,035 $ 6,432 $ 6,388

To provide clarity on the way management defines certain key metrics and ratios, the Company is providing a description of how the metric or ratio is calculated as follows:

•Health Benefits Ratio (HBR) (GAAP) = Medical costs divided by premium revenues.

•SG&A Expense Ratio (GAAP) = Selling, general and administrative expenses divided by premium and service revenues.

•Adjusted SG&A Expense Ratio (non-GAAP) = Adjusted selling, general and administrative expenses divided by premium and service revenues.

•Adjusted Effective Tax Rate (non-GAAP) = GAAP income tax expense (benefit) excluding the income tax effects of adjustments to net earnings divided by adjusted earnings (loss) before income tax expense.

•Adjusted Net Earnings (non-GAAP) = Net earnings less amortization of acquired intangible assets, less acquisition and divestiture related expenses, as well as adjustments for other items, net of the income tax effect of the adjustments.

•Adjusted Diluted EPS (non-GAAP) = Adjusted net earnings divided by weighted average common shares outstanding on a fully diluted basis.

•Debt to Capitalization Ratio (GAAP) = Total debt, divided by total debt plus total stockholder's equity.

•Average Medical Claims Expense (GAAP) = Medical costs for the period divided by number of days in such period. Average medical claims expense is most often calculated for the quarterly reporting period.

•Days in Claims Payable (GAAP) = Medical claims liabilities divided by average medical claims expense. Days in claims payable is most often calculated for the quarterly reporting period.

In addition, the following terms are defined as follows:

•State-directed Payments: Payments directed by a state that have minimal risk but are administered as a premium adjustment. These payments are recorded as premium revenue and medical costs at close to a 100% HBR. In many instances, the Company has little visibility to the timing of these payments until they are paid by a state.

•Pass-through Payments: Non-risk supplemental payments from a state that the Company is required to pass through to designated contracted providers. These payments are recorded as premium tax revenue and premium tax expense.

About Centene Corporation

Centene Corporation, a Fortune 500 company, is a leading healthcare enterprise that is committed to helping people live healthier lives. The Company takes a local approach with local teams to provide fully integrated, high-quality, and cost-effective services to government-sponsored and commercial healthcare programs, focusing on under-insured individuals. Centene offers affordable and high-quality products to more than 1 in 15 individuals across the nation, including Medicaid and Medicare members (including Medicare Prescription Drug Plans) as well as individuals and families served by the Health Insurance Marketplace.

Centene uses its investor relations website to publish important information about the Company, including information that may be deemed material to investors. Financial and other information about Centene is routinely posted and is accessible on Centene's investor relations website, https://investors.centene.com.

Forward-Looking Statements

All statements, other than statements of current or historical fact, contained in this press release are forward-looking statements. Without limiting the foregoing, forward-looking statements often use words such as "believe," "anticipate," "plan," "expect," "estimate," "predict," "intend," "seek," "target," "goal," "potential," "may," "will," "would," "could," "should," "can," "continue," and other similar words or expressions (and the negative thereof). Our 2026 full year guidance, including our estimated severance costs in connection with the voluntary separation program, is a forward-looking statement. Centene Corporation and its subsidiaries (Centene, the Company, our or we) intends such forward-looking statements to be covered by the safe-harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and we are including this statement for purposes of complying with these safe-harbor provisions. In particular, these statements include, without limitation, statements about our expected future operating or financial performance, changes in laws and regulations, market opportunity, expectations concerning pricing actions, competition, expected contract start dates and terms, expected activities in connection with completed and future acquisitions and dispositions, our investments, and the adequacy of our available cash resources. These forward-looking statements reflect our current views with respect to future events and are based on numerous assumptions and assessments made by us in light of our experience and perception of historical trends, current conditions, business strategies, operating environments, future developments, and other factors we believe appropriate. By their nature, forward-looking statements involve known and unknown risks and uncertainties and are subject to change because they relate to events and depend on circumstances that will occur in the future, including economic, regulatory, competitive, and other factors that may cause our or our industry's actual results, performance, or achievements to be materially different from any future results, performance, or achievements expressed or implied by these forward-looking statements. These statements are not guarantees of future performance and are subject to risks, uncertainties, and assumptions. All forward-looking statements included in this press release are based on information available to us on the date hereof. Except as may be otherwise required by law, we undertake no obligation to update or revise the forward-looking statements included in this press release, whether as a result of new information, future events, or otherwise, after the date hereof. You should not place undue reliance on any forward-looking statements, as actual results may differ materially from projections, estimates, or other forward-looking statements due to a variety of important factors, variables, and events including, but not limited to: our ability to design and price products that are competitive and/or actuarially sound; our ability to accurately predict and effectively manage health benefits and other operating expenses and reserves, including fluctuations in medical costs; rate cuts, insufficient rate changes or other payment reductions or delays by government payors affecting our government businesses; the effect of social, economic, and political conditions, geopolitical events and state and federal policies, including the amount and terms of state and federal funding for government-sponsored healthcare programs, including as a result of changes in U.S. presidential administrations or Congress; changes in federal or state laws or regulations, including changes with respect to income tax reform or government healthcare programs as well as changes with respect to the Patient Protection and Affordable Care Act and the Health Care and Education Affordability Reconciliation Act (collectively referred to as the ACA) and any regulations enacted thereunder, including the timing and terms of renewal or modification of the Enhanced Advance Premium Tax Credits (eAPTCs) or program integrity initiatives that could have the

effect of reducing membership or profitability of our products; unanticipated increased healthcare costs, including due to changes in consumer and provider behaviors, inflation and tariffs; our ability to successfully execute on our enterprise optimization initiatives, including any separation programs; our ability to maintain or achieve improvement in the Centers for Medicare and Medicaid Services (CMS) Star ratings and maintain or achieve improvement in other quality scores in each case that could impact revenue and future growth; competition, including for providers, broker distribution networks, contract reprocurements and organic growth; our ability to adequately anticipate demand and timely provide for operational resources to maintain service level requirements in compliance with the terms of our contracts and state and federal regulations; our ability to comply with the terms of our contracts and state and federal regulations and our ability to effectively oversee our third-party vendors to comply with the terms of their contracts with us and state and federal regulations; our ability to manage our information systems effectively; disruption, unexpected costs, or similar risks from business transactions, including acquisitions, divestitures, and changes in our relationships with third-party vendors; impairments to real estate, investments, goodwill and intangible assets; changes in senior management, loss of one or more key personnel or an inability to attract, hire, integrate and retain skilled personnel; membership and revenue declines or unexpected trends; changes in healthcare practices, new technologies, and advances in medicine; our ability to effectively and ethically use artificial intelligence and machine learning in compliance with applicable laws; changes in macroeconomic conditions, including inflation, interest rates and volatility in the financial markets; negative public perception of the Company and the managed care industry; uncertainty concerning government shutdowns, debt ceilings or funding; tax matters; disasters, climate-related incidents, acts of war or aggression or major epidemics; changes in expected contract start dates and terms; changes in provider, broker, vendor, state, federal and other contracts and delays in the timing of regulatory approval of contracts, including due to protests and our ability to timely comply with any such changes to our contractual requirements or manage any unexpected delays in regulatory approval of contracts; the expiration, suspension, or termination of our contracts with federal or state governments (including, but not limited to, Medicaid, Medicare or other customers); the difficulty of predicting the timing or outcome of legal or regulatory audits, investigations, proceedings or matters including, but not limited to, our ability to resolve claims and/or allegations on acceptable terms, or at all, or whether additional claims, reviews or investigations will be brought; challenges to our contract awards; cyber-attacks or other data security incidents or our failure to comply with applicable privacy, data or security laws and regulations; the exertion of management's time and our resources, and other expenses incurred and business changes required in connection with complying with the terms of our contracts and the undertakings in connection with any regulatory, governmental, or third-party consents or approvals for acquisitions or dispositions; any changes in expected closing dates, estimated purchase price, or accretion for acquisitions or dispositions; losses in our investment portfolio; restrictions and limitations in connection with our indebtedness; a downgrade of our corporate family rating, issuer rating or credit rating of our indebtedness; the availability of debt and equity financing on terms that are favorable to us and risks and uncertainties discussed in the reports that Centene has filed with the Securities and Exchange Commission (SEC). This list of important factors is not intended to be exhaustive. We discuss certain of these matters more fully, as well as certain other factors that may affect our business operations, financial condition, and results of operations, in our filings with the SEC, including our annual report on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K. Due to these important factors and risks, we cannot give assurances with respect to our future performance, including without limitation our ability to maintain adequate premium levels or our ability to control our future medical and selling, general and administrative (SG&A) costs.

CENTENE CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In millions, except shares in thousands and per share data in dollars)

June 30, 2026 December 31, 2025

(Unaudited)

ASSETS

Current assets:

Cash and cash equivalents $ 24,151 $ 17,888

Premium and trade receivables 18,076 18,105

Short-term investments 2,906 2,432

Other current assets 1,552 1,945

Total current assets 46,685 40,370

Long-term investments 16,302 17,035

Restricted deposits 1,487 1,412

Property, software and equipment, net 2,130 2,037

Goodwill 10,835 10,835

Intangible assets, net 4,203 4,530

Other long-term assets 1,370 528

Total assets $ 83,012 $ 76,747

LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND STOCKHOLDERS' EQUITY

Current liabilities:

Medical claims liability $ 20,262 $ 20,544

Accounts payable and accrued expenses 17,965 13,796

Return of premium payable 1,751 1,592

Unearned revenue 706 736

Current portion of long-term debt 75 50

Total current liabilities 40,759 36,718

Long-term debt 16,030 17,351

Deferred tax liability 756 833

Other long-term liabilities 2,810 1,789

Total liabilities 60,355 56,691

Commitments and contingencies

Redeemable noncontrolling interests 23 23

Stockholders' equity:

Preferred stock, $0.001 par value; authorized 10,000 shares; no shares issued or outstanding at June 30, 2026 and December 31, 2025

— —

Common stock, $0.001 par value; authorized 800,000 shares; 625,693 issued and 493,987 outstanding at June 30, 2026, and 623,463 issued and 491,757 outstanding at December 31, 2025

1 1

Additional paid-in capital 20,890 20,777

Accumulated other comprehensive (loss) (194) (58)

Retained earnings 11,306 8,674

Treasury stock, at cost (131,706 and 131,706 shares, respectively)

(9,441) (9,441)

Total Centene stockholders' equity 22,562 19,953

Nonredeemable noncontrolling interest 72 80

Total stockholders' equity 22,634 20,033

Total liabilities, redeemable noncontrolling interests and stockholders' equity $ 83,012 $ 76,747

CENTENE CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(In millions, except shares in thousands and per share data in dollars)

(Unaudited)

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

Revenues:

Premium $ 43,582 $ 41,740 $ 87,469 $ 83,452

Service 793 727 1,561 1,504

Premium and service revenues 44,375 42,467 89,030 84,956

Premium tax 9,204 6,275 14,493 10,406

Total revenues 53,579 48,742 103,523 95,362

Expenses:

Medical costs 39,029 38,808 77,332 75,311

Cost of services 729 641 1,431 1,339

Selling, general and administrative expenses 3,103 3,036 6,500 6,389

Depreciation expense 139 141 273 283

Amortization of acquired intangible assets 161 173 327 346

Premium tax expense 9,220 6,346 14,601 10,563

Impairment — 55 — 55

Total operating expenses 52,381 49,200 100,464 94,286

Earnings (loss) from operations 1,198 (458) 3,059 1,076

Other income (expense):

Investment and other income 435 371 842 753

Gain on debt extinguishment 6 — 1 —

Interest expense (153) (170) (317) (340)

Earnings (loss) before income tax 1,486 (257) 3,585 1,489

Income tax expense 399 2 959 434

Net earnings (loss) 1,087 (259) 2,626 1,055

Loss attributable to noncontrolling interests 4 6 6 3

Net earnings (loss) attributable to Centene Corporation $ 1,091 $ (253) $ 2,632 $ 1,058

Net earnings (loss) per common share attributable to Centene Corporation:

Basic earnings (loss) per common share $ 2.21 $ (0.51) $ 5.34 $ 2.14

Diluted earnings (loss) per common share $ 2.19 $ (0.51) $ 5.30 $ 2.13

Weighted average number of common shares outstanding:

Basic 493,819 493,548 492,949 494,896

Diluted 497,637 493,548 496,605 496,328

CENTENE CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In millions, unaudited)

Six Months Ended June 30,

2026 2025

Cash flows from operating activities:

Net earnings $ 2,626 $ 1,055

Adjustments to reconcile net earnings to net cash provided by operating activities

Depreciation and amortization 600 629

Stock compensation expense 126 94

Impairment — 55

(Gain) loss on debt extinguishment (1) —

Deferred income taxes (34) (116)

Loss on divestitures — 10

Changes in assets and liabilities

Premium and trade receivables (6) (1,801)

Other assets (488) (543)

Medical claims liabilities (268) 1,809

Unearned revenue (30) 21

Accounts payable and accrued expenses 4,249 209

Other long-term liabilities 1,162 1,857

Other operating activities, net 20 16

Net cash provided by operating activities 7,956 3,295

Cash flows from investing activities:

Capital expenditures (374) (343)

Purchases of investments (2,328) (3,593)

Sales and maturities of investments 2,438 2,508

Net cash (used in) investing activities (264) (1,428)

Cash flows from financing activities:

Proceeds from long-term debt — 750

Payments and repurchases of long-term debt (1,304) (1,707)

Common stock repurchases (33) (473)

Proceeds from common stock issuances 18 18

Other financing activities, net (3) (12)

Net cash (used in) financing activities (1,322) (1,424)

Net increase in cash, cash equivalents and restricted cash and cash equivalents 6,370 443

Cash and cash equivalents reclassified (to) held for sale (73) —

Cash, cash equivalents and restricted cash and cash equivalents, beginning of period

17,957 14,156

Cash, cash equivalents and restricted cash and cash equivalents, end of period

$ 24,254 $ 14,599

Supplemental disclosures of cash flow information:

Interest paid $ 302 $ 320

Income tax net payments (refunds) $ (225) $ 504

The following table provides a reconciliation of cash, cash equivalents and restricted cash and cash equivalents reported within the Consolidated Balance Sheets to the totals above:

June 30,

2026 2025

Cash and cash equivalents $ 24,151 $ 14,513

Restricted cash and cash equivalents, included in restricted deposits 103 86

Total cash, cash equivalents and restricted cash and cash equivalents $ 24,254 $ 14,599

CENTENE CORPORATION

SUPPLEMENTAL FINANCIAL DATA

Q2 Q1 Q4 Q3 Q2

2026 2026 2025 2025 2025

MEMBERSHIP

Traditional Medicaid (1)

10,745,800 10,923,100 10,932,600 11,115,400 11,227,400

High Acuity Medicaid (2)

1,364,900 1,503,800 1,585,800 1,591,000 1,592,300

Total Medicaid 12,110,700 12,426,900 12,518,400 12,706,400 12,819,700

Marketplace 3,494,700 3,582,200 5,541,400 5,828,100 5,862,800

Individual and Commercial Group (3)

497,000 481,000 452,500 447,900 449,700

Total Commercial 3,991,700 4,063,200 5,993,900 6,276,000 6,312,500

Medicare (4)

980,000 1,002,200 1,002,600 1,013,200 1,026,900

Medicare PDP 8,803,000 8,780,600 8,118,600 7,972,500 7,845,800

Total at-risk membership 25,885,400 26,272,900 27,633,500 27,968,100 28,004,900

(1)

Membership includes TANF, Medicaid Expansion, CHIP, Foster Care and Behavioral Health.

(2)

Membership includes ABD, IDD, LTSS and MMPs. The Company operated MMPs through December 31, 2025. In 2026 these members are included in Medicare as a result of the CMS transition to D-SNP based integration.

(3)

Membership includes Commercial Group, ICHRA and Other Off-Exchange Individual.

(4)

Membership includes Medicare Advantage, Medicare Supplement and AIPs as a result of the CMS transition to D-SNP based integration in 2026.

NUMBER OF EMPLOYEES 59,800 61,000 61,100 60,900 60,300

DAYS IN CLAIMS PAYABLE

47 48 46 48 47

CASH, INVESTMENTS AND RESTRICTED DEPOSITS (in millions)

Regulated $ 43,015 $ 40,239 $ 37,289 $ 37,574 $ 36,403

Unregulated 1,831 1,533 1,478 1,259 1,086

Total $ 44,846 $ 41,772 $ 38,767 $ 38,833 $ 37,489

DEBT TO CAPITALIZATION 41.6 % 43.2 % 46.5 % 45.5 % 39.0 %

OPERATING RATIOS Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

HBR 89.6 % 93.0 % 88.4 % 90.2 %

SG&A expense ratio 7.0 % 7.1 % 7.3 % 7.5 %

Adjusted SG&A expense ratio 6.9 % 7.1 % 7.2 % 7.5 %

HBR BY PRODUCT Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

Medicaid 93.9 % 94.9 % 93.5 % 94.2 %

Commercial 79.2 % 90.6 % 77.2 % 82.8 %

Medicare (5)

89.5 % 90.9 % 87.3 % 88.6 %

(5)

Medicare includes Medicare Advantage, Medicare PDP and Medicare Supplement.

MEDICAL CLAIMS LIABILITY

The changes in medical claims liability are summarized as follows (in millions):

Balance, June 30, 2025

$ 20,117

Less: Reinsurance recoverables 60

Balance, June 30, 2025, net

20,057

Incurred related to:

Current period 161,849

Prior periods (1,737)

Total incurred 160,112

Paid related to:

Current period 142,602

Prior periods 16,854

Total paid 159,456

Plus: Premium deficiency reserve (389)

Plus: Divestitures (109)

Balance, June 30, 2026, net

20,215

Plus: Reinsurance recoverables 47

Balance, June 30, 2026

$ 20,262

Centene's claims reserving process utilizes a consistent actuarial methodology to estimate Centene's ultimate liability. Any reduction in the "Incurred related to: Prior periods" amount may be offset as Centene actuarially determines the "Incurred related to: Current period." Additionally, approximately $22 million was recorded as a reduction to premium revenues resulting from development within "Incurred related to: Prior periods" due to minimum HBR and other return of premium programs.

The amount of the "Incurred related to: Prior periods" above represents favorable development and includes the effects of reserving under moderately adverse conditions, new markets where we use a conservative approach in setting reserves during the initial periods of operations, receipts from other third-party payors related to coordination of benefits and lower medical utilization and cost trends for dates of service June 30, 2025, and prior.

EX-99.2

Filename: a20260728ex992pressrelease.htm · Sequence: 3

Document

Exhibit 99.2

N E W S R E L E A S E

Contact: Investor Relations Inquiries Media Inquiries

Jennifer Gilligan Isabella Wiltse

Senior Vice President, Finance & Investor Relations Vice President, Media & Public Relations

(212) 549-1306 (314) 445-0790

FOR IMMEDIATE RELEASE

CENTENE ANNOUNCES BOARD OF DIRECTORS CHANGES

ST. LOUIS, July 28, 2026 -- Centene Corporation (NYSE: CNC) today announced that Kenneth A. Burdick has retired from the Company's Board of Directors, effective July 28, 2026, and that Paul J. Diaz has been appointed to the Board, effective July 28, 2026.

Mr. Burdick joined Centene's Board of Directors in January 2022 and has provided valuable insight and guidance leveraging his decades-long leadership in healthcare. Prior to joining the Board, he served as Executive Vice President of Products and Markets at Centene and before that was the Chief Executive Officer of WellCare Health Plans.

Mr. Diaz is a Managing Partner at Cressey & Company, a private investment firm focused on investing and cultivating high-quality healthcare firms. He previously served as President and Chief Executive Officer of Myriad Genetics, Inc., a leading genetic testing and precision medicine company. Before that, he served as President and Chief Executive Officer of Kindred Healthcare, a Fortune 500 healthcare services company. Mr. Diaz also brings extensive public company board experience, having served on the boards of several healthcare organizations, including DaVita and PharMerica.

"After careful consideration, I have decided the time is right to step down from the Centene Board to focus on personal priorities and other opportunities," said Mr. Burdick. "It has been a privilege to serve Centene and support its mission of transforming the health of the communities it serves, one person at a time. I have great confidence in the Company's leadership, strategy and future, and I leave knowing it is well positioned for its next chapter of growth and impact."

"Ken has been a valued member of our Board. His deep industry expertise, strategic perspective, and commitment to improving healthcare have made a meaningful impact on Centene. On behalf of the Board, we thank him for his service and wish him all the best in retirement," said Frederick H. Eppinger, Chair of Centene's Board of Directors. "We are also pleased to welcome Paul Diaz to the Board. His extensive healthcare leadership experience, public company governance expertise and record of guiding organizations through growth and transformation will bring valuable perspective as Centene continues to advance its strategy and serve its members."

"I am honored to join Centene's Board of Directors and support a company with such a strong mission and commitment to improving the health of the communities it serves," said Mr. Diaz. "I look forward to drawing on my experience across the healthcare industry to help advance innovation, strengthen access to high-quality care and support Centene's continued impact for its members and stakeholders."

About Centene Corporation

GRAPHIC

Filename: centenelogoa60.jpg · Sequence: 7

Binary file (137666 bytes)

Download centenelogoa60.jpg

GRAPHIC

Filename: centenelogoa60a.jpg · Sequence: 8

Binary file (137666 bytes)

Download centenelogoa60a.jpg

XML — IDEA: XBRL DOCUMENT

XML

Filename: R1.htm · Sequence: 10

v3.26.1

Cover

Jul. 28, 2026

Cover [Abstract]

Document Type

8-K

Document Period End Date

Jul. 28, 2026

Entity Registrant Name

CENTENE CORPORATION

Entity Incorporation, State or Country Code

Entity File Number

001-31826

Entity Tax Identification Number

42-1406317

Entity Address, Address Line One

7700 Forsyth Boulevard,

Entity Address, City or Town

St. Louis,

Entity Address, State or Province

Entity Address, Postal Zip Code

63105

City Area Code

314

Local Phone Number

725-4477

Written Communications

false

Soliciting Material

false

Pre-commencement Tender Offer

false

Pre-commencement Issuer Tender Offer

false

Entity Emerging Growth Company

false

Title of 12(b) Security

Common stock, $0.001 Par Value

Trading Symbol

CNC

Security Exchange Name

NYSE

Entity Central Index Key

0001071739

Amendment Flag

false

- Definition

Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.

+ References

No definition available.

+ Details

Name:

dei_AmendmentFlag

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Area code of city

+ References

No definition available.

+ Details

Name:

dei_CityAreaCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Cover page.

+ References

No definition available.

+ Details

Name:

dei_CoverAbstract

Namespace Prefix:

dei_

Data Type:

xbrli:stringItemType

Balance Type:

Period Type:

duration

- Definition

For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.

+ References

No definition available.

+ Details

Name:

dei_DocumentPeriodEndDate

Namespace Prefix:

dei_

Data Type:

xbrli:dateItemType

Balance Type:

Period Type:

duration

- Definition

The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.

+ References

No definition available.

+ Details

Name:

dei_DocumentType

Namespace Prefix:

dei_

Data Type:

dei:submissionTypeItemType

Balance Type:

Period Type:

duration

- Definition

Address Line 1 such as Attn, Building Name, Street Name

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine1

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Name of the City or Town

+ References

No definition available.

+ Details

Name:

dei_EntityAddressCityOrTown

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Code for the postal or zip code

+ References

No definition available.

+ Details

Name:

dei_EntityAddressPostalZipCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Name of the state or province.

+ References

No definition available.

+ Details

Name:

dei_EntityAddressStateOrProvince

Namespace Prefix:

dei_

Data Type:

dei:stateOrProvinceItemType

Balance Type:

Period Type:

duration

- Definition

A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityCentralIndexKey

Namespace Prefix:

dei_

Data Type:

dei:centralIndexKeyItemType

Balance Type:

Period Type:

duration

- Definition

Indicate if registrant meets the emerging growth company criteria.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityEmergingGrowthCompany

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

+ References

No definition available.

+ Details

Name:

dei_EntityFileNumber

Namespace Prefix:

dei_

Data Type:

dei:fileNumberItemType

Balance Type:

Period Type:

duration

- Definition

Two-character EDGAR code representing the state or country of incorporation.

+ References

No definition available.

+ Details

Name:

dei_EntityIncorporationStateCountryCode

Namespace Prefix:

dei_

Data Type:

dei:edgarStateCountryItemType

Balance Type:

Period Type:

duration

- Definition

The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityRegistrantName

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityTaxIdentificationNumber

Namespace Prefix:

dei_

Data Type:

dei:employerIdItemType

Balance Type:

Period Type:

duration

- Definition

Local phone number for entity.

+ References

No definition available.

+ Details

Name:

dei_LocalPhoneNumber

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

+ Details

Name:

dei_PreCommencementIssuerTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

+ Details

Name:

dei_PreCommencementTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Title of a 12(b) registered security.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

+ Details

Name:

dei_Security12bTitle

Namespace Prefix:

dei_

Data Type:

dei:securityTitleItemType

Balance Type:

Period Type:

duration

- Definition

Name of the Exchange on which a security is registered.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

+ Details

Name:

dei_SecurityExchangeName

Namespace Prefix:

dei_

Data Type:

dei:edgarExchangeCodeItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

+ Details

Name:

dei_SolicitingMaterial

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

Name:

dei_TradingSymbol

Namespace Prefix:

dei_

Data Type:

dei:tradingSymbolItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

+ Details

Name:

dei_WrittenCommunications

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration