HNT / Health Net Inc. - Документы SEC, Годовой отчет, Доверенное заявление

Health Net Inc.
US ˙ NYSE
ЭТОТ СИМВОЛ БОЛЬШЕ НЕ АКТИВЕН

Основная статистика
CIK 916085
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Health Net Inc.
SEC Filings (Chronological Order)
На этой странице представлен полный хронологический список документов SEC, за исключением документов о собственности, которые мы предоставляем в других местах.
April 4, 2016 15-12B

Health Net 15-12B

15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 1-12718 Health Net, Inc. (Exact name of registrant as specified in i

March 30, 2016 8-K

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

8-K 1 d148874d8k.htm FORM 8-K 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): March 30, 2016 (March 24, 2016) Health Net, Inc. (formerly known as Chopin Merger Sub II, Inc., successor by merger to Health Net, Inc.) (Exact name of r

March 24, 2016 EX-99.25

EX-99.25

EX-99.25 2 ruleprovisionnotice.htm NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on April 4, 2016, pursuant to the provisions of Rule 12d2-2 (a). [ X ] 17 CFR 240.12d2-2

March 24, 2016 S-8 POS

Health Net S-8 POS

S-8 POS Registration Nos. 33-74780, 33-90976, 333-24621, 333-35193, 333-48969, 333-68387, 333-99337, 333-118646, 333-118647, 333-124900, 333-132008, 333-134014, 333-162122, 333-176241, 333-200940, and 333-206415 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S?8 Registration Statement No. 33-74780 Post-Effective Amendment No. 1 to For

March 24, 2016 S-8 POS

Health Net S-8 POS

S-8 POS Registration Nos. 33-74780, 33-90976, 333-24621, 333-35193, 333-48969, 333-68387, 333-99337, 333-118646, 333-118647, 333-124900, 333-132008, 333-134014, 333-162122, 333-176241, 333-200940, and 333-206415 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S?8 Registration Statement No. 33-74780 Post-Effective Amendment No. 1 to For

March 24, 2016 S-8 POS

Health Net S-8 POS

S-8 POS Registration Nos. 33-74780, 33-90976, 333-24621, 333-35193, 333-48969, 333-68387, 333-99337, 333-118646, 333-118647, 333-124900, 333-132008, 333-134014, 333-162122, 333-176241, 333-200940, and 333-206415 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S–8 Registration Statement No. 33-74780 Post-Effective Amendment No. 1 to For

March 24, 2016 S-8 POS

Health Net S-8 POS

S-8 POS Registration Nos. 33-74780, 33-90976, 333-24621, 333-35193, 333-48969, 333-68387, 333-99337, 333-118646, 333-118647, 333-124900, 333-132008, 333-134014, 333-162122, 333-176241, 333-200940, and 333-206415 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S?8 Registration Statement No. 33-74780 Post-Effective Amendment No. 1 to For

March 24, 2016 S-8 POS

Health Net S-8 POS

S-8 POS 1 d166616ds8pos.htm S-8 POS Registration Nos. 33-74780, 33-90976, 333-24621, 333-35193, 333-48969, 333-68387, 333-99337, 333-118646, 333-118647, 333-124900, 333-132008, 333-134014, 333-162122, 333-176241, 333-200940, and 333-206415 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S–8 Registration Statement No. 33-74780 Post-Effe

March 24, 2016 S-8 POS

Health Net S-8 POS

S-8 POS Registration Nos. 33-74780, 33-90976, 333-24621, 333-35193, 333-48969, 333-68387, 333-99337, 333-118646, 333-118647, 333-124900, 333-132008, 333-134014, 333-162122, 333-176241, 333-200940, and 333-206415 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S?8 Registration Statement No. 33-74780 Post-Effective Amendment No. 1 to For

March 24, 2016 S-8 POS

Health Net S-8 POS

S-8 POS 1 d166616ds8pos.htm S-8 POS Registration Nos. 33-74780, 33-90976, 333-24621, 333-35193, 333-48969, 333-68387, 333-99337, 333-118646, 333-118647, 333-124900, 333-132008, 333-134014, 333-162122, 333-176241, 333-200940, and 333-206415 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S–8 Registration Statement No. 33-74780 Post-Effe

March 24, 2016 EX-3.1

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION HEALTH NET, INC.

EX-3.1 2 d168985dex31.htm EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF HEALTH NET, INC. FIRST: The name of the Corporation is Health Net, Inc. (hereinafter, the “Corporation”). SECOND: The address of the registered office of the Corporation in the State of Delaware is 1209 Orange Street, Wilmington, County of New Castle, 19801. The name of its registered agent at that ad

March 24, 2016 EX-4.1

SECOND SUPPLEMENTAL INDENTURE

EX-4.1 4 d168985dex41.htm EX-4.1 Exhibit 4.1 SECOND SUPPLEMENTAL INDENTURE Second Supplemental Indenture (this “Second Supplemental Indenture”), dated as of March 24, 2016, between Health Net, Inc., a Delaware corporation formerly known as Chopin Merger Sub II, Inc. (the “Company”) and The Bank of New York Mellon Trust Company, N.A. as trustee (the “Trustee”). W I T N E S S E T H WHEREAS, Health N

March 24, 2016 EX-3.2

AMENDED AND RESTATED HEALTH NET, INC. A Delaware Corporation TABLE OF CONTENTS Page ARTICLE I OFFICES Section 1. Registered Office 1 Section 2. Other Offices 1 ARTICLE II MEETINGS OF STOCKHOLDERS Section 1. Place of Meetings 1 Section 2. Annual Meeti

EX-3.2 3 d168985dex32.htm EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BY-LAWS OF HEALTH NET, INC. A Delaware Corporation TABLE OF CONTENTS Page ARTICLE I OFFICES Section 1. Registered Office 1 Section 2. Other Offices 1 ARTICLE II MEETINGS OF STOCKHOLDERS Section 1. Place of Meetings 1 Section 2. Annual Meetings 1 Section 3. Special Meetings 1 Section 4. Notice 2 Section 5. Adjournments 2 Section 6. Q

March 24, 2016 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

8-K 1 d168985d8k.htm FORM 8-K 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): March 24, 2016 (March 23, 2016) Health Net, Inc. (formerly known as Chopin Merger Sub II, Inc., successor by merger to Health Net, Inc.) (Exact name of r

March 24, 2016 S-8 POS

Health Net S-8 POS

S-8 POS Registration Nos. 33-74780, 33-90976, 333-24621, 333-35193, 333-48969, 333-68387, 333-99337, 333-118646, 333-118647, 333-124900, 333-132008, 333-134014, 333-162122, 333-176241, 333-200940, and 333-206415 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S?8 Registration Statement No. 33-74780 Post-Effective Amendment No. 1 to For

March 24, 2016 S-8 POS

Health Net S-8 POS

S-8 POS Registration Nos. 33-74780, 33-90976, 333-24621, 333-35193, 333-48969, 333-68387, 333-99337, 333-118646, 333-118647, 333-124900, 333-132008, 333-134014, 333-162122, 333-176241, 333-200940, and 333-206415 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S?8 Registration Statement No. 33-74780 Post-Effective Amendment No. 1 to For

March 24, 2016 S-8 POS

Health Net S-8 POS

S-8 POS Registration Nos. 33-74780, 33-90976, 333-24621, 333-35193, 333-48969, 333-68387, 333-99337, 333-118646, 333-118647, 333-124900, 333-132008, 333-134014, 333-162122, 333-176241, 333-200940, and 333-206415 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S?8 Registration Statement No. 33-74780 Post-Effective Amendment No. 1 to For

March 24, 2016 S-8 POS

Health Net S-8 POS

S-8 POS 1 d166616ds8pos.htm S-8 POS Registration Nos. 33-74780, 33-90976, 333-24621, 333-35193, 333-48969, 333-68387, 333-99337, 333-118646, 333-118647, 333-124900, 333-132008, 333-134014, 333-162122, 333-176241, 333-200940, and 333-206415 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S–8 Registration Statement No. 33-74780 Post-Effe

March 24, 2016 S-8 POS

Health Net S-8 POS

S-8 POS Registration Nos. 33-74780, 33-90976, 333-24621, 333-35193, 333-48969, 333-68387, 333-99337, 333-118646, 333-118647, 333-124900, 333-132008, 333-134014, 333-162122, 333-176241, 333-200940, and 333-206415 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S?8 Registration Statement No. 33-74780 Post-Effective Amendment No. 1 to For

March 24, 2016 S-8 POS

Health Net S-8 POS

S-8 POS 1 d166616ds8pos.htm S-8 POS Registration Nos. 33-74780, 33-90976, 333-24621, 333-35193, 333-48969, 333-68387, 333-99337, 333-118646, 333-118647, 333-124900, 333-132008, 333-134014, 333-162122, 333-176241, 333-200940, and 333-206415 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S–8 Registration Statement No. 33-74780 Post-Effe

March 24, 2016 POSASR

Health Net POSASR

As filed with the Securities and Exchange Commission on March 24, 2016 Registration No.

March 24, 2016 S-8 POS

Health Net S-8 POS

S-8 POS Registration Nos. 33-74780, 33-90976, 333-24621, 333-35193, 333-48969, 333-68387, 333-99337, 333-118646, 333-118647, 333-124900, 333-132008, 333-134014, 333-162122, 333-176241, 333-200940, and 333-206415 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S?8 Registration Statement No. 33-74780 Post-Effective Amendment No. 1 to For

March 24, 2016 POSASR

Health Net POSASR

POSASR As filed with the Securities and Exchange Commission on March 24, 2016 Registration No.

March 24, 2016 S-8 POS

Health Net S-8 POS

S-8 POS Registration Nos. 33-74780, 33-90976, 333-24621, 333-35193, 333-48969, 333-68387, 333-99337, 333-118646, 333-118647, 333-124900, 333-132008, 333-134014, 333-162122, 333-176241, 333-200940, and 333-206415 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S?8 Registration Statement No. 33-74780 Post-Effective Amendment No. 1 to For

March 24, 2016 S-8 POS

Health Net S-8 POS

S-8 POS 1 d166616ds8pos.htm S-8 POS Registration Nos. 33-74780, 33-90976, 333-24621, 333-35193, 333-48969, 333-68387, 333-99337, 333-118646, 333-118647, 333-124900, 333-132008, 333-134014, 333-162122, 333-176241, 333-200940, and 333-206415 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S–8 Registration Statement No. 33-74780 Post-Effe

March 24, 2016 POS AM

Health Net POS AM

POS AM As filed with the Securities and Exchange Commission on March 24, 2016 Registration No.

March 23, 2016 EX-99.3

CENTENE AND HEALTH NET RECEIVE DMHC REGULATORY APPROVAL

EX-99.3 4 d150490dex993.htm EX-99.3 Exhibit 99.3 N E W S R E L E A S E Centene: Media Investors Marcela Manjarrez-Hawn Edmund E. Kroll, Jr. (314) 445-0790 (212) 759-0382 [email protected] [email protected] Health Net: Media Investors Brad Kieffer Peter O’Neill (818) 676-6833 (818) 676-8692 [email protected] [email protected] FOR IMMEDIATE RELEASE CENTENE AND HEALTH N

March 23, 2016 425

Health Net 8-K (Prospectus)

425 1 d150490d8k.htm 8-K 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): March 23, 2016 (March 22, 2016) CENTENE CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 001-31826 42-1406317 (State or Other Jurisdict

March 23, 2016 EX-99.2

Filing Requirements

EX-99.2 3 d150490dex992.htm EX-99.2 Exhibit 99.2 UNDERTAKINGS Centene Corporation (“Centene”), Chopin Merger Sub I, Inc. (“Chopin I”), Chopin Merger Sub II, Inc. (“Chopin II”), and Health Net, Inc. have entered into an Agreement and Plan of Merger, pursuant to which Health Net, Inc. will become a direct subsidiary of Centene, and Health Net, Inc.’s subsidiaries, including Health Net of California,

March 23, 2016 EX-99.1

BEFORE THE INSURANCE COMMISSIONER OF THE STATE OF CALIFORNIA SAN FRANCISCO In the Matter of the Change of Control of STIPULATION AND UNDERTAKINGS HEALTH NET LIFE INSURANCE COMPANY File No. APP-2015-00889 Due to the Indirect Acquisition by CENTENE COR

EX-99.1 2 d150490dex991.htm EX-99.1 Exhibit 99.1 BEFORE THE INSURANCE COMMISSIONER OF THE STATE OF CALIFORNIA SAN FRANCISCO In the Matter of the Change of Control of STIPULATION AND UNDERTAKINGS HEALTH NET LIFE INSURANCE COMPANY File No. APP-2015-00889 Due to the Indirect Acquisition by CENTENE CORPORATION. Centene Corporation (“Centene”), a Delaware corporation, has filed a Statement Regarding th

March 23, 2016 EX-99.4

CENTENE AND HEALTH NET RECEIVE CDI REGULATORY APPROVAL

EX-99.4 5 d150490dex994.htm EX-99.4 Exhibit 99.4 N E W S R E L E A S E Centene: Media Investors Marcela Manjarrez-Hawn Edmund E. Kroll, Jr. (314) 445-0790 (212) 759-0382 [email protected] [email protected] Health Net: Media Investors Brad Kieffer Peter O’Neill (818) 676-6833 (818) 676-8692 [email protected] [email protected] FOR IMMEDIATE RELEASE CENTENE AND HEALTH N

March 23, 2016 8-K

Other Events

8-K 1 htm53273.htm LIVE FILING 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): March 22, 2016 Health Net, Inc. (Exact name of registrant as specified in its charter) Delaware 1-12718 95-4288333 (State or other jurisdiction (Commiss

February 29, 2016 10-K

Health Net 10-K (Annual Report)

10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-12718 HEALTH NET, INC.

February 29, 2016 EX-21

Subsidiaries of Health Net, Inc. as of February 19, 2016

Exhibit 21 Subsidiaries of Health Net, Inc. as of February 19, 2016 Health Net, Inc. (DE) (95-4288333) (All Subsidiaries wholly owned unless otherwise indicated) • Health Net of California, Inc. (CA) (95-4402957) • Health Net Life Insurance Company (CA) (73-0654885) • Health Net Life Reinsurance Company (Cayman Islands) (98-0409907) • Health Net of California Real Estate Holdings, Inc. (CA) (54-21

February 29, 2016 EX-10.50

2015 RESTATEMENT OF THE HEALTH NET, INC. 401(k) SAVINGS PLAN 2015 RESTATEMENT OF THE HEALTH NET, INC. 401(k) SAVINGS PLAN TABLE OF CONTENTS PAGE ARTICLE 1 TITLE AND PURPOSE 1 ARTICLE 2 DEFINITIONS 1 (1)Affiliate 1 (2)After-Tax Account 1 (3)Beneficiar

EX-10.50 2 exhibit1050401kplanamendme.htm EXHIBIT 10.50 Exhibit 10.50 2015 RESTATEMENT OF THE HEALTH NET, INC. 401(k) SAVINGS PLAN 2015 RESTATEMENT OF THE HEALTH NET, INC. 401(k) SAVINGS PLAN TABLE OF CONTENTS PAGE ARTICLE 1 TITLE AND PURPOSE 1 ARTICLE 2 DEFINITIONS 1 (1)Affiliate 1 (2)After-Tax Account 1 (3)Beneficiary 1 (4)Board of Directors 1 (5)Break in Service 1 (6)Code 2 (7)Committee 2 (8)Co

February 25, 2016 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d147029d8k.htm 8-K 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): February 25, 2016 Health Net, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-12718 95-4288333 (State or Other Jurisdiction of Incorporatio

February 25, 2016 EX-99.1

HEALTH NET REPORTS FOURTH QUARTER 2015 RESULTS Company Reports GAAP Fourth Quarter 2015 Net Income of $37.1 Million, or $0.47 per Diluted Share Western Region Operations and Government Contracts Segments Produce Combined Net Income of $0.64 per Dilut

EX-99.1 2 d147029dex991.htm EX-99.1 Exhibit 99.1 Investor Contact: Media Contact: Peter O’Neill Brad Kieffer (818) 676-8692 (818) 676-6833 [email protected] [email protected] HEALTH NET REPORTS FOURTH QUARTER 2015 RESULTS Company Reports GAAP Fourth Quarter 2015 Net Income of $37.1 Million, or $0.47 per Diluted Share Western Region Operations and Government Contracts Segments Pro

February 11, 2016 SC 13G/A

HNT / Health Net Inc. / VANGUARD GROUP INC Passive Investment

healthnetincca.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4 )* Name of issuer: Health Net Inc/CA Title of Class of Securities: Common Stock CUSIP Number: 42222G108 Date of Event Which Requires Filing of this Statement: December 31, 2015 Check the appropriate box to

February 10, 2016 SC 13G/A

HNT / Health Net Inc. / HARRIS ASSOCIATES L P - DISCLOSURE DOCUMENT Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3 )* Health Net (Name of Issuer) Common Stock (Title of Class of Securities) 42222G108 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is

November 12, 2015 425

Centene 425 (Prospectus)

425 Filed by Centene Corporation Pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Health Net, Inc.

November 10, 2015 425

Centene 425 (Prospectus)

425 Filed by Centene Corporation Pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Health Net, Inc.

November 3, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2015 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-12718 HEALTH NET, INC.

November 2, 2015 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d206829d8k.htm 8-K 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): November 2, 2015 Health Net, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-12718 95-4288333 (State or Other Jurisdiction of Incorporation

November 2, 2015 EX-99.1

HEALTH NET REPORTS THIRD QUARTER 2015 RESULTS Company Reports GAAP Net Income of $60.3 Million, or $0.77 per Diluted Share Western Region Operations and Government Contracts Segments Produce Combined Net Income of $0.96 per Diluted Share in Third Qua

EX-99.1 2 d206829dex991.htm EX-99.1 Exhibit 99.1 Investor Contact: Media Contact: Peter O’Neill Brad Kieffer (818) 676-8692 (818) 676-6833 [email protected] [email protected] HEALTH NET REPORTS THIRD QUARTER 2015 RESULTS Company Reports GAAP Net Income of $60.3 Million, or $0.77 per Diluted Share Western Region Operations and Government Contracts Segments Produce Combined Net Inc

October 26, 2015 425

Centene 8-K (Prospectus)

8-K 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): October 23, 2015 (October 23, 2015) CENTENE CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 001-31826 42-1406317 (State or Other Jurisdiction of Incorporat

October 26, 2015 EX-3.1

CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF INCORPORATION CENTENE CORPORATION Pursuant to Section 242 of the General Corporation Law of the State of Delaware October 23, 2015

EX-3.1 2 d201720dex31.htm EX-3.1 Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF INCORPORATION OF CENTENE CORPORATION Pursuant to Section 242 of the General Corporation Law of the State of Delaware October 23, 2015 Centene Corporation, a Delaware corporation (hereinafter called the “Corporation”), does hereby certify as follows: FIRST: Paragraph (a) of Article FOURTH of the Corporation’

October 26, 2015 8-K

Current Report

8-K 1 d201383d8k.htm 8-K 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): October 23, 2015 Health Net, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-12718 95-4288333 (State or Other Jurisdiction of Incorporation

October 26, 2015 EX-99.1

Centene Announces Overwhelming Shareholder Approval of Merger with Health Net Transaction on Track to Close in Early 2016

EX-99.1 Exhibit 99.1 Centene Announces Overwhelming Shareholder Approval of Merger with Health Net Transaction on Track to Close in Early 2016 ST. LOUIS, October 23, 2015 ? Centene Corporation (NYSE: CNC) announced that, at a special meeting of shareholders held today in St. Louis, Centene shareholders voted overwhelmingly to approve the issuance of Centene common stock to shareholders of Health N

October 13, 2015 425

Centene 425 (Prospectus)

Filed by Centene Corporation Pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Health Net, Inc.

October 13, 2015 425

Health Net 425 (Prospectus)

425 Filed by Health Net, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Health Net, Inc. Commission File No.: 1-12718 Investor Contact: Media Contact: Peter O?Neill Brad Kieffer (818) 676-8692 (818) 676-6833 [email protected] [email protected] H

October 13, 2015 425

Centene 425 (Prospectus)

425 Filed by Centene Corporation Pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Health Net, Inc.

September 23, 2015 425

Health Net 425 (Prospectus)

425 Filed by Health Net, Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Health Net, Inc. Commission File No. 1-12718 Posted on Company website on September 22, 2015 Health Net, Inc. Q2 2015 Investor Presentation 8/4/15 Cautionary Statements FORWARD LOOKING STATEMENTS This material may contain certain forward-looking statements with respect to the financial condition, r

September 21, 2015 425

Health Net 425 (Prospectus)

425 Filed by Health Net, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Health Net, Inc. Commission File No.: 1-12718 Health Net, Inc. 21650 Oxnard St. Woodland Hills, CA 91367 (818) 676-6000 www.healthnet.com Investor Contact: Media Contact: Peter O?Neill Brad K

September 21, 2015 425

Centene 425 (Prospectus)

425 Filed by Centene Corporation Pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Health Net, Inc.

September 21, 2015 DEFM14A

Health Net DEFM14A

DEFM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

September 17, 2015 425

Centene 425 (Prospectus)

Filed by Centene Corporation Pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Health Net, Inc.

September 9, 2015 425

Centene 425 (Prospectus)

425 Filed by Centene Corporation Pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Health Net, Inc.

September 9, 2015 425

Centene FORM 425 (Prospectus)

Form 425 Filed by Centene Corporation Pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Health Net, Inc.

September 4, 2015 425

Centene 425 (Prospectus)

425 Filed by Centene Corporation Pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Health Net, Inc.

August 14, 2015 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 d39388d8k.htm 8-K 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): August 12, 2015 Health Net, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-12718 95-4288333 (State or Other Jurisdiction of Incorporation)

August 14, 2015 425

Health Net 8-K (Prospectus)

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): August 12, 2015 Health Net, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-12718 95-4288333 (State or Other Jurisdiction of Incorporation) (Commission File Number)

August 14, 2015 S-8

Health Net FORM S-8

S-8 1 d72678ds8.htm FORM S-8 As filed with the Securities and Exchange Commission on August 14, 2015 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Health Net, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 95-4288333 (State or Other Jurisdiction of Incorporation or

August 14, 2015 EX-4.1

FIRST SUPPLEMENTAL INDENTURE

EX-4.1 Exhibit 4.1 FIRST SUPPLEMENTAL INDENTURE First Supplemental Indenture (this ?First Supplemental Indenture?), dated as of August 12, 2015, between Health Net, Inc., a Delaware corporation (the ?Issuer?) and The Bank of New York Mellon Trust Company, N.A. as trustee (the ?Trustee?). W I T N E S S E T H WHEREAS, the Issuer has heretofore executed and delivered to the Trustee an Indenture (the

August 14, 2015 EX-99.1

HEALTH NET, INC. AMENDED AND RESTATED 2006 LONG-TERM INCENTIVE PLAN I. INTRODUCTION

EX-99.1 4 d72678dex991.htm EX-99.1 Exhibit 99.1 HEALTH NET, INC. AMENDED AND RESTATED 2006 LONG-TERM INCENTIVE PLAN I. INTRODUCTION The purposes of this Health Net, Inc. Amended and Restated 2006 Long-Term Incentive Plan (as it may be amended or restated from time to time, the “Plan”) are to, among other things, (i) align the interests of the stockholders of Health Net, Inc., and the recipients of

August 14, 2015 EX-4.1

FIRST SUPPLEMENTAL INDENTURE

EX-4.1 2 d39388dex41.htm EX-4.1 Exhibit 4.1 FIRST SUPPLEMENTAL INDENTURE First Supplemental Indenture (this “First Supplemental Indenture”), dated as of August 12, 2015, between Health Net, Inc., a Delaware corporation (the “Issuer”) and The Bank of New York Mellon Trust Company, N.A. as trustee (the “Trustee”). W I T N E S S E T H WHEREAS, the Issuer has heretofore executed and delivered to the T

August 12, 2015 425

Health Net 425 (Prospectus)

425 Filed by Health Net, Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Health Net, Inc. Commission File No. 1-12718 FOR IMMEDIATE RELEASE CENTENE AND HEALTH NET ANNOUNCE EARLY TERMINATION OF HART-SCOTT-RODINO WAITING PERIOD IN CONNECTION WITH PLANNED COMBINATION St. Louis, MO and Los Angeles, CA – August 12, 2015 – Centene Corporation (NYSE: CNC) and Health Net, Inc.

August 12, 2015 425

Health Net 425 (Prospectus)

425 Filed by Health Net, Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Health Net, Inc. Commission File No. 1-12718 Health Net Announces Successful Completion of its Consent Solicitation with Respect to its 6.375% Senior Notes due 2017 LOS ANGELES – August 12, 2015 – Health Net, Inc. (NYSE:HNT) (“Health Net”) announced today that it has received the consents necessary

August 12, 2015 425

Centene 425 (Prospectus)

425 Filed by Centene Corporation Pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Health Net, Inc.

August 7, 2015 425

Centene 425 (Prospectus)

Filed by Centene Corporation Pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Health Net, Inc.

August 5, 2015 425

Health Net 425 (Prospectus)

425 Filed by Health Net, Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Health Net, Inc. Commission File No. 1-12718 Dear Directors and Above, As you know, Health Net and Centene recently announced that they agreed to combine in a cash and stock transaction valued at approximately $6.8 billion. The transaction, which we are targeting to close by early 2016, is subject

August 4, 2015 EX-10.1

EMPLOYMENT AGREEMENT

Exhibit 10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this ?Agreement?) is made and entered into as of May 8, 2015, by and between Health Net, Inc., a Delaware corporation (the ?Company?), with its principal place of business located at 21650 Oxnard Street, Woodland Hills, California 91367, and Andy Ortiz (?Executive?). RECITALS WHEREAS, the Company and Executive desire to enter into this A

August 4, 2015 EX-10.3

FORM RESTRICTED STOCK UNIT AGREEMENT FOR NON-EMPLOYEE DIRECTORS

Exhibit 10.3 FORM RESTRICTED STOCK UNIT AGREEMENT FOR NON-EMPLOYEE DIRECTORS This Restricted Stock Unit Agreement (the ?Restricted Stock Unit Agreement?) is made and entered into effective as of [DATE] (the ?Date of Grant?), by and between Health Net, Inc., a Delaware corporation (the ?Company?), and [NAME], a non-employee director of the Company (the ?Recipient?). WHEREAS, the Board of Directors

August 4, 2015 EX-10.6

ADDENDUM TO THE MASTER STAFF AUGMENTATION AND APPLICATION DEVELOPMENT SERVICES AGREEMENT; MASTER SERVICE AGREEMENT DATED SEPTEMBER 30, 2008; AND MASTER SERVICE AGREEMENT DATED JANUARY 23, 2009

EX-10.6 7 exhibit1062015q2redacteda.htm EXHIBIT 10.6 Exhibit 10.6 The mark *** indicates that text has been redacted pursuant to a request for confidential treatment under Rule 24b-2 of the Securities Exchange Act of 1934, as amended, and filed separately with the Securities and Exchange Commission. ADDENDUM TO THE MASTER STAFF AUGMENTATION AND APPLICATION DEVELOPMENT SERVICES AGREEMENT; MASTER SE

August 4, 2015 EX-10.2

FORM OF PERFORMANCE SHARE AWARD AGREEMENT

Exhibit 10.2 FORM OF PERFORMANCE SHARE AWARD AGREEMENT This Performance Share Award Agreement, including Appendix I attached hereto, (together with the Notice of Grant of Performance Share Award (the ?Grant Notice?) attached hereto and incorporated by reference herein, the ?Performance Share Award Agreement?) is made and entered into effective as of the grant date set forth on the Grant Notice (th

August 4, 2015 425

Health Net 8-K (Prospectus)

8-K 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): August 4, 2015 Health Net, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-12718 95-4288333 (State or Other Jurisdiction of Incorporation) (Commission File Numb

August 4, 2015 EX-99.1

HEALTH NET REPORTS SECOND QUARTER 2015 RESULTS AND REAFFIRMS FULL YEAR 2015 EARNINGS GUIDANCE COMPANY REPORTS GAAP NET INCOME OF $58.4 MILLION, OR $0.75 PER DILUTED SHARE WESTERN REGION OPERATIONS AND GOVERNMENT CONTRACTS SEGMENTS PRODUCE COMBINED NE

EX-99.1 Exhibit 99.1 Investor Contact: Media Contact: Peter O?Neill Brad Kieffer (818) 676-8692 (818) 676-6833 [email protected] [email protected] HEALTH NET REPORTS SECOND QUARTER 2015 RESULTS AND REAFFIRMS FULL YEAR 2015 EARNINGS GUIDANCE COMPANY REPORTS GAAP NET INCOME OF $58.4 MILLION, OR $0.75 PER DILUTED SHARE WESTERN REGION OPERATIONS AND GOVERNMENT CONTRACTS SEGMENTS PROD

August 4, 2015 EX-10.5

CERTAIN COMPENSATION AND BENEFIT ARRANGEMENTS WITH HEALTH NET, INC.’S NON-EMPLOYEE DIRECTORS EFFECTIVE AS OF MAY 7, 2015

Exhibit 10.5 CERTAIN COMPENSATION AND BENEFIT ARRANGEMENTS WITH HEALTH NET, INC.?S NON-EMPLOYEE DIRECTORS EFFECTIVE AS OF MAY 7, 2015 Upon recommendation of the Governance Committee of the Board of Directors of Health Net, Inc. (the ?Company?), the Board of Directors of the Company (the ?Board?) has approved the following compensation and benefit arrangements with each non-employee director of the

August 4, 2015 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

8-K 1 d56835d8k.htm 8-K 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): August 4, 2015 Health Net, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-12718 95-4288333 (State or Other Jurisdiction of Incorporation) (

August 4, 2015 EX-10.4

FORM RESTRICTED STOCK UNIT AGREEMENT

Exhibit 10.4 FORM RESTRICTED STOCK UNIT AGREEMENT This Restricted Stock Unit Agreement (together with the Notice of Grant of Restricted Stock Units (the ?Grant Notice?) attached hereto and incorporated by reference herein, the ?Restricted Stock Unit Agreement?) is made and entered into effective as of the grant date set forth on the Grant Notice (the ?Date of Grant?), by and between Health Net, In

August 4, 2015 EX-99.1

HEALTH NET REPORTS SECOND QUARTER 2015 RESULTS AND REAFFIRMS FULL YEAR 2015 EARNINGS GUIDANCE COMPANY REPORTS GAAP NET INCOME OF $58.4 MILLION, OR $0.75 PER DILUTED SHARE WESTERN REGION OPERATIONS AND GOVERNMENT CONTRACTS SEGMENTS PRODUCE COMBINED NE

EX-99.1 2 d56835dex991.htm EX-99.1 Exhibit 99.1 Investor Contact: Media Contact: Peter O’Neill Brad Kieffer (818) 676-8692 (818) 676-6833 [email protected] [email protected] HEALTH NET REPORTS SECOND QUARTER 2015 RESULTS AND REAFFIRMS FULL YEAR 2015 EARNINGS GUIDANCE COMPANY REPORTS GAAP NET INCOME OF $58.4 MILLION, OR $0.75 PER DILUTED SHARE WESTERN REGION OPERATIONS AND GOVERNM

August 4, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2015 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-12718 HEALTH NET, INC.

August 3, 2015 425

Health Net FILED PURSUANT TO RULE 425 (Prospectus)

Filed by Health Net, Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Health Net, Inc. Commission File No. 1-12718 Health Net Announces Consent Solicitation with Respect to Health Net 6.375% Senior Notes due 2017 LOS ANGELES—Health Net, Inc. (NYSE: HNT) (“Health Net”) announced today that it has commenced a consent solicitation with respect to its 6.375% Senior Notes due

July 29, 2015 425

Centene 425 (Prospectus)

425 Filed by Centene Corporation Pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Health Net, Inc.

July 15, 2015 425

Centene 425 (Prospectus)

425 July 15, 2015 Filed by Centene Corporation Pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Health Net, Inc.

July 14, 2015 425

Centene 425 (Prospectus)

425 1 d97679d425.htm 425 Filed by Centene Corporation Pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Health Net, Inc. Commission File No.: 1-12718 This filing relates to the previously disclosed proposed business combination of Health Net, Inc. and Centene Corporation

July 9, 2015 425

Health Net 425 (Prospectus)

425 Filed by Health Net, Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Health Net, Inc. Commission File No. 1-12718 Re: Cancellation of Anticipated Termination Date - Notice Pursuant to Worker Adjustment and Retraining Notification Act Dear Associate: On July 2, 2015, Health Net, Inc. entered into an Agreement and Plan of Merger with Centene Corporation (?Centene?) an

July 9, 2015 425

Health Net 425 (Prospectus)

425 Filed by Health Net, Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Health Net, Inc. Commission File No. 1-12718 Re: Cancellation of Anticipated Termination Date - Notice Pursuant to California?s Worker Adjustment and Retraining Notification Act (?CA WARN Act?) Dear Associate: On July 2, 2015, Health Net, Inc. entered into an Agreement and Plan of Merger with Cente

July 8, 2015 425

Health Net 425 (Prospectus)

425 Filed by Health Net, Inc Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Health Net, Inc.

July 8, 2015 425

Centene 425 (Prospectus)

425 1 d12903d425.htm 425 Cantor Fitzgerald Inaugural Healthcare Conference – New York City July 8, 2015 Filed by Centene Corporation Pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Health Net, Inc. Commission File No.: 1-12718 2 Safe Harbor Statement Cautionary Stateme

July 8, 2015 EX-10.1

AMENDMENT NO. 1 TO AMENDED AND RESTATED MASTER SERVICES AGREEMENT

EX-10.1 Exhibit 10.1 AMENDMENT NO. 1 TO AMENDED AND RESTATED MASTER SERVICES AGREEMENT This Amendment 1 to the Amended and Restated Master Services Agreement (?Amendment 1?) is made by and among Cognizant Healthcare Services, LLC (?Supplier?), Cognizant Technology Solutions U.S. Corporation (?Supplier Affiliate?), and Health Net, Inc. (?Health Net?) effective as of July 1, 2015 (?Amendment 1 Effec

July 8, 2015 425

Centene FORM 8-K (Prospectus)

425 1 d24597d8k.htm FORM 8-K 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 8, 2015 CENTENE CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 001-31826 42-1406317 (State or Other Jurisdiction of Incorpor

July 8, 2015 EX-4.1

AMENDMENT TO RIGHTS AGREEMENT BETWEEN HEALTH NET, INC. AND WELLS FARGO BANK, N.A.

EX-4.1 2 d122619dex41.htm EX-4.1 Exhibit 4.1 AMENDMENT TO RIGHTS AGREEMENT BETWEEN HEALTH NET, INC. AND WELLS FARGO BANK, N.A. THIS AMENDMENT TO RIGHTS AGREEMENT (this “Amendment”) is made as of this 2nd day of July, 2015 by and between Health Net, Inc., a Delaware corporation (the “Company”), and Wells Fargo Bank, N.A., a national banking association (the “Rights Agent”). Capitalized terms used b

July 8, 2015 8-K

Material Modification to Rights of Security Holders, Financial Statements and Exhibits

8-K 1 d122619d8k.htm FORM 8-K 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 7, 2015 (July 2, 2015) Health Net, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-12718 95-4288333 (State or Other Jurisdiction

July 8, 2015 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 d58702d8k.htm FORM 8-K 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 8, 2015 (July 1, 2015) Health Net, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-12718 95-4288333 (State or Other Jurisdiction o

July 8, 2015 EX-10.1

AMENDMENT NO. 1 TO AMENDED AND RESTATED MASTER SERVICES AGREEMENT

EX-10.1 2 d58702dex101.htm EX-10.1 Exhibit 10.1 AMENDMENT NO. 1 TO AMENDED AND RESTATED MASTER SERVICES AGREEMENT This Amendment 1 to the Amended and Restated Master Services Agreement (“Amendment 1”) is made by and among Cognizant Healthcare Services, LLC (“Supplier”), Cognizant Technology Solutions U.S. Corporation (“Supplier Affiliate”), and Health Net, Inc. (“Health Net”) effective as of July

July 8, 2015 EX-99.1

Company Name: Centene Corporation (CNC)

EX-99.1 Exhibit 99.1 Company Name: Centene Corporation (CNC) Event: Cantor Fitzgerald’s Inaugural Healthcare Conference Date: July 08, 2015 <> Good morning. I’m Joe France; I’m the healthcare services analyst at Cantor Fitzgerald. I appreciate all of you coming this morning to hear our next speaker, Mr. Ed Kroll of Centene Corporation. Ed actually joined Centene in 2007, after more than 15 years a

July 8, 2015 425

Health Net FORM 8-K (Prospectus)

425 1 d58702d8k.htm FORM 8-K 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 8, 2015 (July 1, 2015) Health Net, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-12718 95-4288333 (State or Other Jurisdiction o

July 8, 2015 425

Centene 425 (Prospectus)

425 Filed by Centene Corporation Pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Health Net, Inc.

July 7, 2015 425

Health Net FORM 8-K (Prospectus)

425 1 d58135d8k.htm FORM 8-K 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 7, 2015 (July 2, 2015) Health Net, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-12718 95-4288333 (State or Other Jurisdiction o

July 7, 2015 EX-10.2

VOTING AGREEMENT

EX-10.2 4 d58135dex102.htm EX-10.2 Exhibit 10.2 EXECUTION VERSION VOTING AGREEMENT VOTING AGREEMENT (this “Agreement”), dated as of July 2, 2015, among Centene Corporation, a Delaware corporation (“Parent”) and Jay M. Gellert (“Stockholder”). WHEREAS, in order to induce Parent, Chopin Merger Sub I, Inc., a Delaware corporation and a direct wholly owned subsidiary of Parent, and Chopin Merger Sub I

July 7, 2015 EX-2.1

AGREEMENT AND PLAN OF MERGER CENTENE CORPORATION, CHOPIN MERGER SUB I, INC. CHOPIN MERGER SUB II, INC. HEALTH NET, INC. Dated as of July 2, 2015 TABLE OF CONTENTS Page Article I THE MERGER Section 1.1 The Merger 2 Section 1.2 Closing 2 Section 1.3 Ef

EX-2.1 2 d58135dex21.htm EX-2.1 Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER among CENTENE CORPORATION, CHOPIN MERGER SUB I, INC. CHOPIN MERGER SUB II, INC. and HEALTH NET, INC. Dated as of July 2, 2015 TABLE OF CONTENTS Page Article I THE MERGER Section 1.1 The Merger 2 Section 1.2 Closing 2 Section 1.3 Effective Time 3 Section 1.4 Effects of the Merger 3 Section 1.5 Certificate of

July 7, 2015 EX-10.2

VOTING AGREEMENT

EX-10.2 4 d58135dex102.htm EX-10.2 Exhibit 10.2 EXECUTION VERSION VOTING AGREEMENT VOTING AGREEMENT (this “Agreement”), dated as of July 2, 2015, among Centene Corporation, a Delaware corporation (“Parent”) and Jay M. Gellert (“Stockholder”). WHEREAS, in order to induce Parent, Chopin Merger Sub I, Inc., a Delaware corporation and a direct wholly owned subsidiary of Parent, and Chopin Merger Sub I

July 7, 2015 425

Centene FORM 8-K (Prospectus)

Form 8-K 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 7, 2015 (July 2, 2015) CENTENE CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 001-31826 42-1406317 (State or Other Jurisdiction of Incorporation

July 7, 2015 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits, Other Events

8-K 1 d58135d8k.htm FORM 8-K 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 7, 2015 (July 2, 2015) Health Net, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-12718 95-4288333 (State or Other Jurisdiction o

July 7, 2015 EX-10.1

VOTING AGREEMENT

EX-10.1 Exhibit 10.1 EXECUTION VERSION VOTING AGREEMENT VOTING AGREEMENT (this ?Agreement?), dated as of July 2, 2015, among Centene Corporation, a Delaware corporation (?Parent?) and Jay M. Gellert (?Stockholder?). WHEREAS, in order to induce Parent, Chopin Merger Sub I, Inc., a Delaware corporation and a direct wholly owned subsidiary of Parent, and Chopin Merger Sub II, Inc., a Delaware corpora

July 7, 2015 EX-2.1

AGREEMENT AND PLAN OF MERGER CENTENE CORPORATION, CHOPIN MERGER SUB I, INC. CHOPIN MERGER SUB II, INC. HEALTH NET, INC. Dated as of July 2, 2015 TABLE OF CONTENTS Page Article I THE MERGER Section 1.1 The Merger 2 Section 1.2 Closing 2 Section 1.3 Ef

EX-2.1 Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER among CENTENE CORPORATION, CHOPIN MERGER SUB I, INC. CHOPIN MERGER SUB II, INC. and HEALTH NET, INC. Dated as of July 2, 2015 TABLE OF CONTENTS Page Article I THE MERGER Section 1.1 The Merger 2 Section 1.2 Closing 2 Section 1.3 Effective Time 3 Section 1.4 Effects of the Merger 3 Section 1.5 Certificate of Incorporation and By-laws

July 7, 2015 EX-10.1

VOTING AGREEMENT

EX-10.1 3 d58135dex101.htm EX-10.1 Exhibit 10.1 EXECUTION VERSION VOTING AGREEMENT VOTING AGREEMENT (this “Agreement”), dated as of July 2, 2015, among Health Net, Inc., a Delaware corporation (the “Company”) and Michael F. Neidorff (“Stockholder”). WHEREAS, in order to induce the Company to enter into the Agreement and Plan of Merger, dated as of the date hereof (as amended from time to time, the

July 7, 2015 EX-10.1

VOTING AGREEMENT

EX-10.1 3 d58135dex101.htm EX-10.1 Exhibit 10.1 EXECUTION VERSION VOTING AGREEMENT VOTING AGREEMENT (this “Agreement”), dated as of July 2, 2015, among Health Net, Inc., a Delaware corporation (the “Company”) and Michael F. Neidorff (“Stockholder”). WHEREAS, in order to induce the Company to enter into the Agreement and Plan of Merger, dated as of the date hereof (as amended from time to time, the

July 7, 2015 EX-2.1

AGREEMENT AND PLAN OF MERGER CENTENE CORPORATION, CHOPIN MERGER SUB I, INC. CHOPIN MERGER SUB II, INC. HEALTH NET, INC. Dated as of July 2, 2015 TABLE OF CONTENTS Page Article I THE MERGER Section 1.1 The Merger 2 Section 1.2 Closing 2 Section 1.3 Ef

EX-2.1 2 d58135dex21.htm EX-2.1 Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER among CENTENE CORPORATION, CHOPIN MERGER SUB I, INC. CHOPIN MERGER SUB II, INC. and HEALTH NET, INC. Dated as of July 2, 2015 TABLE OF CONTENTS Page Article I THE MERGER Section 1.1 The Merger 2 Section 1.2 Closing 2 Section 1.3 Effective Time 3 Section 1.4 Effects of the Merger 3 Section 1.5 Certificate of

July 2, 2015 EX-99.2

To: All Employees

Exhibit 99.2 To: All Employees From: Michael Neidorff Subject: Centene To Combine With Health Net Dear Colleagues, I am pleased to let you know about some exciting news regarding Centene. This morning we announced that we have entered into a definitive agreement to acquire all of the shares of Health Net, Inc. in a transaction valued at approximately $6.8 billion including the assumption of debt.

July 2, 2015 EX-99.9

Page 1

EX-99.9 10 d99355dex999.htm EX-99.9 Exhibit 99.9 Provider Communication Health Net and Centene today announced that the two companies will combine to create a leading diversified health care services enterprise with more than 10 million members across the country. The transaction is subject to regulatory review, stockholder approval and other customary closing conditions. Details are in our press

July 2, 2015 425

Centene 8-K (Prospectus)

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 2, 2015 CENTENE CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 001-31826 42-1406317 (State or Other Jurisdiction of Incorporation) (Commission File Numbe

July 2, 2015 EX-99.10

TRICARE Provider Communication

EX-99.10 11 d99355dex9910.htm EX-99.10 Exhibit 99.10 TRICARE Provider Communication Health Net and Centene today announced that the two companies will combine to create a leading diversified health care services enterprise with more than ten million members across the country. The transaction is subject to regulatory review, stockholder approval and other customary closing conditions. Details are

July 2, 2015 EX-99.2

CENTENE® Corporation

EX-99.2 3 d99355dex992.htm EX-99.2 Exhibit 99.2 CENTENE® Corporation Centene’s Combination with Health Net July 2, 2015 CENTENE® Corporation Safe Harbor Statement Cautionary Statement Regarding Forward-Looking Statements This document contains certain forward-looking statements with respect to the financial condition, results of operations and business of Centene, Health Net and the combined busin

July 2, 2015 425

Health Net 425 (Prospectus)

425 1 d90157d425.htm 425 Filed by Health Net, Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Health Net, Inc. Commission File No. 1-12718 THOMSON REUTERS STREETEVENTS EDITED TRANSCRIPT HNT - HEALTH NET INC TO COMBINE WITH CENTENE IN TRANSACTION VALUED AT APPROXIMATELY $6.8 BILLION CALL EVENT DATE/TIME: JULY 02, 2015 / 12:30PM GMT OVERVIEW: On 07/02/15, CNC and HNT have

July 2, 2015 EX-99.1

CENTENE TO COMBINE WITH HEALTH NET IN TRANSACTION VALUED AT APPROXIMATELY $6.8 BILLION Creates Leading Platform for Government-Sponsored Programs and One of the Largest Medicaid Managed Care Organizations in the Country Broadens Presence to Build Sca

EX-99.1 Exhibit 99.1 CENTENE TO COMBINE WITH HEALTH NET IN TRANSACTION VALUED AT APPROXIMATELY $6.8 BILLION Creates Leading Platform for Government-Sponsored Programs and One of the Largest Medicaid Managed Care Organizations in the Country Broadens Presence to Build Scale and Drive Diversification Transaction Expected to be Significantly Accretive to Centene?s EPS in the First Year Following Clos

July 2, 2015 EX-99.1

CENTENE TO COMBINE WITH HEALTH NET IN TRANSACTION VALUED AT APPROXIMATELY $6.8 BILLION Creates Leading Platform for Government-Sponsored Programs and One of the Largest Medicaid Managed Care Organizations in the Country Broadens Presence to Build Sca

EX-99.1 2 d99355dex991.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE CENTENE TO COMBINE WITH HEALTH NET IN TRANSACTION VALUED AT APPROXIMATELY $6.8 BILLION Creates Leading Platform for Government-Sponsored Programs and One of the Largest Medicaid Managed Care Organizations in the Country Broadens Presence to Build Scale and Drive Diversification Transaction Expected to be Significantly Accretive

July 2, 2015 EX-99.1

CENTENE TO COMBINE WITH HEALTH NET IN TRANSACTION VALUED AT APPROXIMATELY $6.8 BILLION Creates Leading Platform for Government-Sponsored Programs and One of the Largest Medicaid Managed Care Organizations in the Country Broadens Presence to Build Sca

EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE CENTENE TO COMBINE WITH HEALTH NET IN TRANSACTION VALUED AT APPROXIMATELY $6.8 BILLION Creates Leading Platform for Government-Sponsored Programs and One of the Largest Medicaid Managed Care Organizations in the Country Broadens Presence to Build Scale and Drive Diversification Transaction Expected to be Significantly Accretive to Centene’s EPS in the Fir

July 2, 2015 EX-99.2

Combination with

Centene’s Combination with Health Net July 2, 2015 Exhibit 99.2 2 Safe Harbor Statement Cautionary Statement Regarding Forward-Looking Statements This document contains certain forward-looking statements with respect to the financial condition, results of operations and business of Centene, Health Net and the combined businesses of Centene and Health Net and certain plans and objectives of Centene

July 2, 2015 EX-99.8

Page 1

EX-99.8 9 d99355dex998.htm EX-99.8 Exhibit 99.8 Employer Notification on Business Blog Health Net and Centene today announced that they will combine to create a leading diversified health care services enterprise with more than 10 million members across the country. The transaction is subject to regulatory review, shareholder approval and other customary closing conditions. Details are in our pres

July 2, 2015 EX-99.4

Message to BPaaS directly impacted associates

EX-99.4 5 d99355dex994.htm EX-99.4 Exhibit 99.4 Message to BPaaS directly impacted associates To: BPaaS Tower Leads Date: July 2, 2015 Subject: In Advance: Today’s Health Net/Centene Announcement – What It Means to You The message below will be sent shortly to associates directly involved in the pending BPaaS agreement. We ask that you share with others who need this information. To: BPaaS impacte

July 2, 2015 EX-99.6

Broker Blog

EX-99.6 Exhibit 99.6 Broker Blog Health Net and Centene today announced that they will combine to create a leading diversified health care services enterprise with more than 10 million members across the country. The transaction is subject to regulatory review, shareholder approval and other customary closing conditions. Details are in our press release. Our two organizations will immediately begi

July 2, 2015 EX-99.8

Page 1

EX-99.8 Exhibit 99.8 Employer Notification on Business Blog Health Net and Centene today announced that they will combine to create a leading diversified health care services enterprise with more than 10 million members across the country. The transaction is subject to regulatory review, shareholder approval and other customary closing conditions. Details are in our press release. Our two organiza

July 2, 2015 EX-99.3

Associate Message and Key Talking Points

EX-99.3 4 d99355dex993.htm EX-99.3 Exhibit 99.3 Associate Message and Key Talking Points Subject/Headline: Health Net and Centene to Combine A message from Jay Gellert, President and CEO, Health Net This morning, Health Net and Centene jointly announced a definitive agreement under which Centene and Health Net will combine in a cash and stock transaction valued at approximately $6.8 billion, inclu

July 2, 2015 EX-99.5

Provider FAQ

EX-99.5 Exhibit 99.5 Provider FAQ 1. What did Centene announce? ? On July 2, 2015, Centene announced that we entered into a definitive agreement to all of the shares of Health Net in a transaction valued at approximately $6.8 billion. ? We believe this value-creating combination will bring together two top managed healthcare service providers to create a leading diversified multi-national healthca

July 2, 2015 EX-99.4

Member FAQ

Exhibit 99.4 Member FAQ 1. What did Centene announce? • On July 2, 2015 Centene announced that we entered into a definitive agreement to acquire all of the shares of Health Net in a transaction valued at approximately $6.8 billion. • We believe this value-creating combination will bring together two top managed healthcare service providers to create a leading diversified multi-national healthcare

July 2, 2015 EX-99.3

Centene Employee FAQ

EX-99.3 Exhibit 99.3 Centene Employee FAQ 1. What was announced today? ? Today we announced that we entered into a definitive agreement to acquire all of the shares of Health Net in a transaction valued at approximately $6.8 billion, including the assumption of debt. ? We believe this value-creating combination will bring together two top managed healthcare service providers to create a leading di

July 2, 2015 EX-99.2

CENTENE® Corporation

EX-99.2 Exhibit 99.2 CENTENE? Corporation Centene?s Combination with Health Net July 2, 2015 CENTENE? Corporation Safe Harbor Statement Cautionary Statement Regarding Forward-Looking Statements This document contains certain forward-looking statements with respect to the financial condition, results of operations and business of Centene, Health Net and the combined businesses of Centene and Health

July 2, 2015 425

Health Net 8-K (Prospectus)

8-K 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 2, 2015 Health Net, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-12718 95-4288333 (State or Other Jurisdiction of Incorporation) (Commission File Number

July 2, 2015 EX-99.9

Page 1

EX-99.9 10 d99355dex999.htm EX-99.9 Exhibit 99.9 Provider Communication Health Net and Centene today announced that the two companies will combine to create a leading diversified health care services enterprise with more than 10 million members across the country. The transaction is subject to regulatory review, stockholder approval and other customary closing conditions. Details are in our press

July 2, 2015 EX-99.7

Email Template for Sales to send to brokers

EX-99.7 8 d99355dex997.htm EX-99.7 Exhibit 99.7 Email Template for Sales to send to brokers [[ Personalized Greeting ]], I’m writing you today to let you know that Health Net and Centene have announced that they will combine to create a leading diversified health care services enterprise with more than 10 million members across the country. The transaction is subject to regulatory review, sharehol

July 2, 2015 EX-99.3

Associate Message and Key Talking Points

EX-99.3 4 d99355dex993.htm EX-99.3 Exhibit 99.3 Associate Message and Key Talking Points Subject/Headline: Health Net and Centene to Combine A message from Jay Gellert, President and CEO, Health Net This morning, Health Net and Centene jointly announced a definitive agreement under which Centene and Health Net will combine in a cash and stock transaction valued at approximately $6.8 billion, inclu

July 2, 2015 EX-99.10

TRICARE Provider Communication

EX-99.10 11 d99355dex9910.htm EX-99.10 Exhibit 99.10 TRICARE Provider Communication Health Net and Centene today announced that the two companies will combine to create a leading diversified health care services enterprise with more than ten million members across the country. The transaction is subject to regulatory review, stockholder approval and other customary closing conditions. Details are

July 2, 2015 EX-99.1

CENTENE / HEALTH NET July 2, 2015 8:30 a.m. ET Operator: This is Conference # 77042984 Ladies and gentlemen. Thank you for standing by. Welcome to today’s conference call and webcast to discuss Centene Corporation’s combination with Health Net, Inc.

EX-99.1 2 d75228dex991.htm EX-99.1 Exhibit 99.1 CENTENE / HEALTH NET July 2, 2015 8:30 a.m. ET Operator: This is Conference # 77042984 Ladies and gentlemen. Thank you for standing by. Welcome to today’s conference call and webcast to discuss Centene Corporation’s combination with Health Net, Inc. At this time, all participants have been placed in a listen-only mode. The call will be open for your

July 2, 2015 8-K

Health Net 8-K (Current Report/Significant Event)

8-K 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 2, 2015 Health Net, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-12718 95-4288333 (State or Other Jurisdiction of Incorporation) (Commission File Number

July 2, 2015 EX-99.7

Email Template for Sales to send to brokers

EX-99.7 Exhibit 99.7 Email Template for Sales to send to brokers [[ Personalized Greeting ]], I?m writing you today to let you know that Health Net and Centene have announced that they will combine to create a leading diversified health care services enterprise with more than 10 million members across the country. The transaction is subject to regulatory review, shareholder approval and other cust

July 2, 2015 EX-99.6

Broker Blog

EX-99.6 Exhibit 99.6 Broker Blog Health Net and Centene today announced that they will combine to create a leading diversified health care services enterprise with more than 10 million members across the country. The transaction is subject to regulatory review, shareholder approval and other customary closing conditions. Details are in our press release. Our two organizations will immediately begi

July 2, 2015 EX-99.11

Patient-Centered Community Care Provider Communication

EX-99.11 Exhibit 99.11 Patient-Centered Community Care Provider Communication Health Net and Centene today announced that the two companies will combine to create a leading diversified health care services enterprise with more than ten million members across the country. The transaction is subject to regulatory review, stockholder approval and other customary closing conditions. Details are in our

July 2, 2015 EX-99.11

Patient-Centered Community Care Provider Communication

EX-99.11 12 d99355dex9911.htm EX-99.11 Exhibit 99.11 Patient-Centered Community Care Provider Communication Health Net and Centene today announced that the two companies will combine to create a leading diversified health care services enterprise with more than ten million members across the country. The transaction is subject to regulatory review, stockholder approval and other customary closing

July 2, 2015 425

Centene 8-K (Prospectus)

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 2, 2015 CENTENE CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 001-31826 42-1406317 (State or Other Jurisdiction of Incorporation) (Commission File Numbe

July 2, 2015 EX-99.5

Broker Blast

EX-99.5 Exhibit 99.5 Broker Blast Health Net and Centene today announced that they will combine to create a leading diversified health care services enterprise with more than 10 million members across the country. The transaction is subject to regulatory review, shareholder approval and other customary closing conditions. Details are in our press release. Our two organizations will immediately beg

July 2, 2015 EX-99.5

Broker Blast

EX-99.5 6 d99355dex995.htm EX-99.5 Exhibit 99.5 Broker Blast Health Net and Centene today announced that they will combine to create a leading diversified health care services enterprise with more than 10 million members across the country. The transaction is subject to regulatory review, shareholder approval and other customary closing conditions. Details are in our press release. Our two organiz

July 2, 2015 EX-99.4

Message to BPaaS directly impacted associates

EX-99.4 5 d99355dex994.htm EX-99.4 Exhibit 99.4 Message to BPaaS directly impacted associates To: BPaaS Tower Leads Date: July 2, 2015 Subject: In Advance: Today’s Health Net/Centene Announcement – What It Means to You The message below will be sent shortly to associates directly involved in the pending BPaaS agreement. We ask that you share with others who need this information. To: BPaaS impacte

June 24, 2015 11-K

Health Net 11-K

201411KHNI401kSavings UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

June 18, 2015 8-K

Regulation FD Disclosure

8-K 1 htm52017.htm LIVE FILING 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): June 17, 2015 Health Net, Inc. (Exact name of registrant as specified in its charter) Delaware 1-12718 95-4288333 (State or other jurisdiction (Commissi

May 27, 2015 8-K

Regulation FD Disclosure

8-K 1 htm51900.htm LIVE FILING 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): May 26, 2015 Health Net, Inc. (Exact name of registrant as specified in its charter) Delaware 1-12718 95-4288333 (State or other jurisdiction (Commissio

May 12, 2015 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders

Health Net, Inc. (Form: 8-K) 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): May 7, 2015 Health Net, Inc. (Exact name of registrant as specified in its charter) Delaware 1-12718 95-4288333 (State or other jurisdiction (Commission (

May 5, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

10-Q 1 hnt2015q110q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2015 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File

May 5, 2015 EX-10.1

EMPLOYMENT AGREEMENT

Exhibit 10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of March 18, 2015 (the “Effective Date”) by and between Health Net, Inc., a Delaware corporation (the “Company”), with its principal place of business located at 21650 Oxnard Street, Woodland Hills, California 91367, and Kathleen Waters (“Executive”). RECITALS WHEREAS, the Company desires to

May 4, 2015 EX-99.1

HEALTH NET REPORTS FIRST QUARTER 2015 GAAP NET INCOME OF $30.0 MILLION, OR $0.38 PER DILUTED SHARE WESTERN REGION OPERATIONS AND GOVERNMENT CONTRACTS SEGMENTS FIRST QUARTER 2015 COMBINED NET INCOME PER DILUTED SHARE INCREASED 90 PERCENT YEAR-OVER-YEA

EX-99.1 2 d918223dex991.htm EX-99.1 Exhibit 99.1 Investor Contact: Media Contact: Peter O’Neill Brad Kieffer (818) 676-8692 (818) 676-6833 [email protected] [email protected] HEALTH NET REPORTS FIRST QUARTER 2015 GAAP NET INCOME OF $30.0 MILLION, OR $0.38 PER DILUTED SHARE WESTERN REGION OPERATIONS AND GOVERNMENT CONTRACTS SEGMENTS FIRST QUARTER 2015 COMBINED NET INCOME PER DILUT

May 4, 2015 8-K

Health Net 8-K (Current Report/Significant Event)

8-K 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): May 4, 2015 Health Net, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-12718 95-4288333 (State or Other Jurisdiction of Incorporation) (Commission File Number)

March 27, 2015 8-K

Health Net LIVE FILING (Current Report/Significant Event)

Health Net, Inc. (Form: 8-K) 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): March 27, 2015 Health Net, Inc. (Exact name of registrant as specified in its charter) Delaware 1-12718 95-4288333 (State or other jurisdiction (Commissio

March 26, 2015 DEF 14A

Health Net DEF 14A

DEF 14A 1 d835608ddef14a.htm DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Com

March 26, 2015 DEFA14A

Health Net DEFA14A

DEFA14A 1 d895580ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as

March 19, 2015 8-K

Regulation FD Disclosure

8-K 1 htm51470.htm LIVE FILING 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): March 18, 2015 Health Net, Inc. (Exact name of registrant as specified in its charter) Delaware 1-12718 95-4288333 (State or other jurisdiction (Commiss

March 17, 2015 8-K

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

8-K 1 htm51459.htm LIVE FILING 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): March 12, 2015 Health Net, Inc. (Exact name of registrant as specified in its charter) Delaware 1-12718 95-4288333 (State or other jurisdiction (Commiss

March 2, 2015 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K/A Amendment No. 1 to Form 10-K

10-K/A 1 d880091d10ka.htm 10-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K/A Amendment No. 1 to Form 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition peri

March 2, 2015 EX-10.81

AMENDED AND RESTATED MASTER SERVICES AGREEMENT Health Net, Inc. Cognizant Healthcare Services, LLC November 21, 2014

EX-10.81 2 d880091dex1081.htm EX-10.81 Exhibit 10.81 Final AMENDED AND RESTATED MASTER SERVICES AGREEMENT Between Health Net, Inc. and Cognizant Healthcare Services, LLC Dated November 21, 2014 “***” = CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN OMITTED AND HAVE BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION FOR CONFIDENTIAL TREATMENT UNDER RULE 2

February 27, 2015 EX-10.80

Final Asset Purchase Agreement Health Net / Cognizant Confidential ______________________________________________________________________________ ASSET PURCHASE AGREEMENT By and Between Health Net, Inc., a Delaware corporation as Seller and Cognizant

Final Asset Purchase Agreement Health Net / Cognizant Confidential ASSET PURCHASE AGREEMENT By and Between Health Net, Inc.

February 27, 2015 EX-10.9

AMENDED AND RESTATED EMPLOYMENT AGREEMENT

EX-10.9 5 exhibit109employmentagreem.htm EXHIBIT 10.9 Exhibit 10.9 AMENDED AND RESTATED EMPLOYMENT AGREEMENT This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of February 24, 2015, by and between Health Net, Inc., a Delaware corporation (the “Company”), with its principal place of business located at 21650 Oxnard Street, Woodland Hills, California 91367,

February 27, 2015 EX-10.7

AMENDED AND RESTATED EMPLOYMENT AGREEMENT

EX-10.7 4 exhibit107employmentagreem.htm EXHIBIT 10.7 Exhibit 10.7 AMENDED AND RESTATED EMPLOYMENT AGREEMENT This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of February 25, 2015, by and between Health Net, Inc., a Delaware corporation (the “Company”), with its principal place of business located at 21650 Oxnard Street, Woodland Hills, California 91367,

February 27, 2015 EX-10.2

TRANSITION SERVICES, SEPARATION AGREEMENT AND RELEASE OF ALL CLAIMS

Exhibit 10.2 TRANSITION SERVICES, SEPARATION AGREEMENT AND RELEASE OF ALL CLAIMS This TRANSITION SERVICES, SEPARATION AGREEMENT AND RELEASE OF ALL CLAIMS (this ?Release? or ?Agreement?) is made and entered into by and between Health Net, Inc. and its affiliates and subsidiaries (hereinafter referred to as the ?Company?) and Angelee F. Bouchard (hereinafter referred to as the ?Employee?). WHEREAS,

February 27, 2015 EX-10.6

AMENDED AND RESTATED EMPLOYMENT AGREEMENT

Exhibit 10.6 AMENDED AND RESTATED EMPLOYMENT AGREEMENT This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of February 25, 2015, by and between Health Net, Inc., a Delaware corporation (the “Company”), with its principal place of business located at 21650 Oxnard Street, Woodland Hills, California 91367, and Juanell Hefner (“Executive”). This Agreement amen

February 27, 2015 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K

10-K 1 hnt201410k.htm 2014 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File

February 27, 2015 EX-10.60

FIRST AMENDMENT TO THE HEALTH NET, INC. 401(k) SAVINGS PLAN (As Amended and Restated effective January 1, 2013)

Exhibit 10.60 FIRST AMENDMENT TO THE HEALTH NET, INC. 401(k) SAVINGS PLAN (As Amended and Restated effective January 1, 2013) WHEREAS, Health Net, Inc. (the ?Company?) has adopted the Health Net, Inc. 401(k) Savings Plan (the ?Plan?) for the benefit of its eligible employees of the Company and certain of its affiliates; and WHEREAS, the Company desires to amend the Plan to remove the eligibility s

February 27, 2015 EX-10.10

AMENDED AND RESTATED EMPLOYMENT AGREEMENT

Exhibit 10.10 AMENDED AND RESTATED EMPLOYMENT AGREEMENT This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of February 24, 2015, by and between Health Net, Inc., a Delaware corporation (the “Company”), with its principal place of business located at 21650 Oxnard Street, Woodland Hills, California 91367, and Steve Tough (“Executive”). This Agreement amends

February 27, 2015 EX-10.25

FORM OF PERFORMANCE SHARE AWARD AGREEMENT

Exhibit 10.25 FORM OF PERFORMANCE SHARE AWARD AGREEMENT This Performance Share Award Agreement, including Appendix I attached hereto, (together with the Notice of Grant of Performance Share Award (the ?Grant Notice?) attached hereto and incorporated by reference herein, the ?Performance Share Award Agreement?) is made and entered into as of the grant date set forth on the Grant Notice (the ?Date o

February 27, 2015 EX-10.78

Final AO Amendment 5 Page 1 Health Net / Cognizant Confidential “***” = CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN OMITTED AND HAVE BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION FOR CONFIDENTIAL TR

Final AO Amendment 5 Page 1 Health Net / Cognizant Confidential ?***? = CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN OMITTED AND HAVE BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION FOR CONFIDENTIAL TREATMENT UNDER RULE 24B-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.

February 27, 2015 EX-21

Subsidiaries of Health Net, Inc. as of February 20, 2015

Exhibit 21 Subsidiaries of Health Net, Inc. as of February 20, 2015 Health Net, Inc. (DE) (95-4288333) (All Subsidiaries wholly owned unless otherwise indicated) ? Health Net of California, Inc. (CA) (95-4402957) ? Health Net Life Insurance Company (CA) (73-0654885) ? Health Net Life Reinsurance Company (Cayman Islands) (98-0409907) ? Health Net of California Real Estate Holdings, Inc. (CA) (54-21

February 26, 2015 8-K

Regulation FD Disclosure

Health Net, Inc. (Form: 8-K) 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): February 25, 2015 Health Net, Inc. (Exact name of registrant as specified in its charter) Delaware 1-12718 95-4288333 (State or other jurisdiction (Commis

February 11, 2015 SC 13G/A

HNT / Health Net Inc. / HARRIS ASSOCIATES L P Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* Health Net (Name of Issuer) Common Stock (Title of Class of Securities) 42222G108 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is

February 10, 2015 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d867210d8k.htm 8-K 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): February 10, 2015 Health Net, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-12718 95-4288333 (State or Other Jurisdiction of Incorporatio

February 10, 2015 EX-99.1

HEALTH NET REPORTS FOURTH QUARTER 2014 GAAP NET INCOME OF $4.9 MILLION, OR $0.06 PER DILUTED SHARE WESTERN REGION OPERATIONS AND GOVERNMENT CONTRACTS SEGMENTS PRODUCE COMBINED NET INCOME OF $0.60 PER DILUTED SHARE IN FOURTH QUARTER 2014 COMPANY UPDAT

EX-99.1 Exhibit 99.1 Investor Contact: David Olson The Abernathy MacGregor Group (818) 917-1469 [email protected] Media Contact: Brad Kieffer (818) 676-6833 [email protected] HEALTH NET REPORTS FOURTH QUARTER 2014 GAAP NET INCOME OF $4.9 MILLION, OR $0.06 PER DILUTED SHARE WESTERN REGION OPERATIONS AND GOVERNMENT CONTRACTS SEGMENTS PRODUCE COMBINED NET INCOME OF $0.60 PER DILUTED SHARE IN FOU

February 10, 2015 SC 13G/A

HNT / Health Net Inc. / VANGUARD GROUP INC Passive Investment

healthnetinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3 )* Name of issuer: Health Net Inc/CA Title of Class of Securities: Common Stock CUSIP Number: 42222G108 Date of Event Which Requires Filing of this Statement: December 31, 2014 Check the appropriate box to de

January 5, 2015 8-K

Regulation FD Disclosure

Health Net, Inc. (Form: 8-K) 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): January 5, 2015 Health Net, Inc. (Exact name of registrant as specified in its charter) Delaware 1-12718 95-4288333 (State or other jurisdiction (Commissi

December 17, 2014 EX-99.1

HEALTH NET ISSUES 2015 EARNINGS GUIDANCE Board Increases Share Repurchase Authorization to $400 Million

EX-99.1 Investor Contact: Media Contact: David Olson The Abernathy MacGregor Group (818) 917-1469 [email protected] Brad Kieffer (818) 676-6833 [email protected] HEALTH NET ISSUES 2015 EARNINGS GUIDANCE Board Increases Share Repurchase Authorization to $400 Million LOS ANGELES, December 17, 2014 – Health Net, Inc. (NYSE:HNT) today announced 2015 annual guidance of at least $2.55 for GAAP earn

December 17, 2014 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

Health Net, Inc. (Form: 8-K) 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): December 17, 2014 Health Net, Inc. (Exact name of registrant as specified in its charter) Delaware 1-12718 95-4288333 (State or other jurisdiction (Commis

December 15, 2014 S-8 POS

HNT / Health Net Inc. S-8 POS - - FORM S-8 POS

Form S-8 POS As filed with the Securities and Exchange Commission on December 12, 2014 Registration No.

December 15, 2014 S-8 POS

HNT / Health Net Inc. S-8 POS - - FORM S-8 POS

S-8 POS 1 d837622ds8pos.htm FORM S-8 POS As filed with the Securities and Exchange Commission on December 12, 2014 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 3 to Registration Statement on Form S-8 No. 333-35193 Registration Statement on Form S-8 No. 333-99337 UNDER THE SECURITIES ACT OF 1933 Health Net, Inc. (Exact Na

December 15, 2014 S-8

HNT / Health Net Inc. S-8 - - FORM S-8

S-8 1 d837274ds8.htm FORM S-8 As filed with the Securities and Exchange Commission on December 12, 2014 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Health Net, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 95-4288333 (State or Other Jurisdiction of Incorporation

December 15, 2014 S-8 POS

HNT / Health Net Inc. S-8 POS - - FORM S-8 POS

Form S-8 POS As filed with the Securities and Exchange Commission on December 12, 2014 Registration No.

December 10, 2014 8-K

Regulation FD Disclosure

8-K 1 htm50968.htm LIVE FILING 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): December 10, 2014 Health Net, Inc. (Exact name of registrant as specified in its charter) Delaware 1-12718 95-4288333 (State or other jurisdiction (Comm

November 24, 2014 EX-10.2

AMENDMENT 4 TO MASTER AGREEMENT

Exhibit 10.2 ?***? = CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN OMITTED AND HAVE BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION FOR CONFIDENTIAL TREATMENT UNDER RULE 24B-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. AMENDMENT 4 TO MASTER AGREEMENT This Amendment 4 (?Amendment?) to the Master Agreement dated August 19, 2008, between Hea

November 24, 2014 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q/A Amendment No. 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q/A Amendment No.

November 10, 2014 8-K

Regulation FD Disclosure

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): November 10, 2014 Health Net, Inc. (Exact name of registrant as specified in its charter) Delaware 1-12718 95-4288333 (State or other jurisdiction (Commission (I.R.S. Employer of inco

November 3, 2014 EX-10.1

CONSULTING SERVICES AGREEMENT

Exhibit 10.1 CONSULTING SERVICES AGREEMENT This Consulting Services Agreement (?Agreement?) is entered into as of September 3, 2014 (?Effective Date?) by and among Joseph C. Capezza (?Capezza?), 135 Cliff Road Consultants, LLC (together with Capezza, the ?Consultant?) and Health Net, Inc., together with its affiliates and subsidiaries (?Health Net? or the ?Company?). WHEREAS, Capezza has previousl

November 3, 2014 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 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): November 2, 2014 Health Net, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-12718 95-4288333 (State or Other Jurisdiction of Incorporation) (Commission File Nu

November 3, 2014 EX-99.1

HEALTH NET REPORTS THIRD QUARTER 2014 GAAP NET LOSS OF $8.9 MILLION, OR A LOSS OF $0.11 PER SHARE WESTERN REGION OPERATIONS AND GOVERNMENT CONTRACTS SEGMENTS PRODUCE COMBINED NET INCOME OF $58.5 MILLION, OR $0.72 PER DILUTED SHARE HEALTH PLAN ENROLLM

EX-99.1 Exhibit 99.1 Investor Contact: Media Contact: David Olson Brad Kieffer The Abernathy MacGregor Group (818) 676-6833 (818) 917-1469 [email protected] [email protected] HEALTH NET REPORTS THIRD QUARTER 2014 GAAP NET LOSS OF $8.9 MILLION, OR A LOSS OF $0.11 PER SHARE WESTERN REGION OPERATIONS AND GOVERNMENT CONTRACTS SEGMENTS PRODUCE COMBINED NET INCOME OF $58.5 MILLION, OR $0.72 PER DIL

November 3, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

10-Q 1 hnt2014q310q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2014 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission F

October 16, 2014 8-K

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

8-K 1 htm50657.htm LIVE FILING 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): October 9, 2014 Health Net, Inc. (Exact name of registrant as specified in its charter) Delaware 1-12718 95-4288333 (State or other jurisdiction (Commis

September 16, 2014 8-K

Regulation FD Disclosure

Health Net, Inc. (Form: 8-K) 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): September 15, 2014 Health Net, Inc. (Exact name of registrant as specified in its charter) Delaware 1-12718 95-4288333 (State or other jurisdiction (Commi

August 19, 2014 8-K

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

8-K 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 August 15, 2014 Date of Report (Date of earliest event reported) HEALTH NET, INC. (Exact name of registrant as specified in its charter) Delaware 001-12718 95-4288333 (State or other jurisdiction (Commission (I.R.S. Employer of i

August 19, 2014 8-K

Regulation FD Disclosure

Health Net, Inc. (Form: 8-K) 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): August 18, 2014 Health Net, Inc. (Exact name of registrant as specified in its charter) Delaware 1-12718 95-4288333 (State or other jurisdiction (Commissi

August 11, 2014 8-K

Regulation FD Disclosure

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): August 8, 2014 Health Net, Inc. (Exact name of registrant as specified in its charter) Delaware 1-12718 95-4288333 (State or other jurisdiction (Commission (I.R.S. Employer of incorpo

August 6, 2014 SC 13G/A

HNT / Health Net Inc. / IRIDIAN ASSET MANAGEMENT LLC/CT Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* Health Net, Inc. Common Stock (Title of Class of Securities) 42222G108 (CUSIP Number) July 31, 2014 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ X ] Ru

August 6, 2014 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 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): August 6, 2014 Health Net, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-12718 95-4288333 (State or Other Jurisdiction of Incorporation) (Commission File Numb

August 6, 2014 EX-10.1

CERTAIN COMPENSATION AND BENEFIT ARRANGEMENTS WITH HEALTH NET, INC.?S NON-EMPLOYEE DIRECTORS AS AMENDED AND RESTATED ON JULY 18, 2014

Exhibit 10.1 CERTAIN COMPENSATION AND BENEFIT ARRANGEMENTS WITH HEALTH NET, INC.?S NON-EMPLOYEE DIRECTORS AS AMENDED AND RESTATED ON JULY 18, 2014 Upon recommendation of the Governance Committee of the Board of Directors of Health Net, Inc. (the ?Company?), the Board of Directors of the Company (the ?Board?) has approved the following compensation and benefit arrangements with each non-employee di

August 6, 2014 EX-99.1

HEALTH NET REPORTS SECOND QUARTER 2014 GAAP NET INCOME OF $120.9 MILLION, OR $1.49 PER DILUTED SHARE WESTERN REGION OPERATIONS AND GOVERNMENT CONTRACTS SEGMENTS PRODUCE COMBINED NET INCOME OF $0.62 PER DILUTED SHARE IN SECOND QUARTER 2014 YEAR-OVER-Y

EX-99.1 Exhibit 99.1 Investor Contact: Media Contact: David Olson Brad Kieffer The Abernathy MacGregor Group (818) 676-6833 (818) 917-1469 [email protected] [email protected] HEALTH NET REPORTS SECOND QUARTER 2014 GAAP NET INCOME OF $120.9 MILLION, OR $1.49 PER DILUTED SHARE WESTERN REGION OPERATIONS AND GOVERNMENT CONTRACTS SEGMENTS PRODUCE COMBINED NET INCOME OF $0.62 PER DILUTED SHARE IN S

August 6, 2014 EX-10.2

AMENDMENT 4 TO MASTER AGREEMENT

EX-10.2 3 exhibit102.htm EXHIBIT 10.2 Exhibit 10.2 “***” = CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN OMITTED AND HAVE BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION FOR CONFIDENTIAL TREATMENT UNDER RULE 24B-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. AMENDMENT 4 TO MASTER AGREEMENT This Amendment 4 (“Amendment”) to the Master Agreem

August 6, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2014 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-12718 HEALTH NET, INC.

June 27, 2014 11-K

HNT / Health Net Inc. 11-K - - 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K (Mark One): ý ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the fiscal year ended December 31, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to Commission File Number 1-12718 A. Full title of the plan

June 23, 2014 8-K

Regulation FD Disclosure, Submission of Matters to a Vote of Security Holders - LIVE FILING

Health Net, Inc. (Form: 8-K) 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): June 23, 2014 Health Net, Inc. (Exact name of registrant as specified in its charter) Delaware 1-12718 95-4288333 (State or other jurisdiction (Commission

June 11, 2014 8-K

Regulation FD Disclosure - LIVE FILING

Health Net, Inc. (Form: 8-K) 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): June 10, 2014 Health Net, Inc. (Exact name of registrant as specified in its charter) Delaware 1-12718 95-4288333 (State or other jurisdiction (Commission

May 7, 2014 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d722996d8k.htm 8-K 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): May 7, 2014 Health Net, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-12718 95-4288333 (State or Other Jurisdiction of Incorporation) (Co

May 7, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

10-Q 1 hnt2014q110q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2014 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File

May 7, 2014 EX-10.1

AMENDMENT NO. 4 TO MASTER SERVICES AGREEMENT

EX-10.1 2 exhibit1012014q1amendment.htm EXHIBIT 10.1 Exhibit 10.1 The mark *** indicates that text has been redacted pursuant to a request for confidential treatment under Rule 24b-2 of the Securities Exchange Act of 1934 and filed separately with the Securities and Exchange Commission. AMENDMENT NO. 4 TO MASTER SERVICES AGREEMENT This Amendment No. 4 to Master Services Agreement (“Amendment”) is

May 7, 2014 EX-99.1

HEALTH NET REPORTS FIRST QUARTER 2014 GAAP NET INCOME OF $28.8 MILLION, OR $0.36 PER DILUTED SHARE WESTERN REGION OPERATIONS AND GOVERNMENT CONTRACTS SEGMENTS PRODUCE COMBINED NET INCOME OF $0.39 PER DILUTED SHARE IN FIRST QUARTER 2014 HEALTH PLAN EN

EX-99.1 Exhibit 99.1 Investor Contact: Media Contact: David Olson Brad Kieffer The Abernathy MacGregor Group (818) 676-6833 (818) 917-1469 [email protected] [email protected] HEALTH NET REPORTS FIRST QUARTER 2014 GAAP NET INCOME OF $28.8 MILLION, OR $0.36 PER DILUTED SHARE WESTERN REGION OPERATIONS AND GOVERNMENT CONTRACTS SEGMENTS PRODUCE COMBINED NET INCOME OF $0.39 PER DILUTED SHARE IN FIR

April 30, 2014 DEFA14A

- DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

April 30, 2014 DEF 14A

- DEF 14A

DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 15, 2014 8-K

Regulation FD Disclosure - LIVE FILING

Health Net, Inc. (Form: 8-K) 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): April 14, 2014 Health Net, Inc. (Exact name of registrant as specified in its charter) Delaware 1-12718 95-4288333 (State or other jurisdiction (Commissio

March 10, 2014 8-K

Regulation FD Disclosure

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): March 10, 2014 Health Net, Inc. (Exact name of registrant as specified in its charter) Delaware 1-12718 95-4288333 (State or other jurisdiction (Commission (I.R.S. Employer of incorpo

March 3, 2014 EX-10.41

AMENDMENT NUMBER THREE TO THE FOUNDATION HEALTH SYSTEMS, INC. AMENDED AND RESTATED 1998 STOCK OPTION PLAN

Exhibit 10.41 AMENDMENT NUMBER THREE TO THE FOUNDATION HEALTH SYSTEMS, INC. AMENDED AND RESTATED 1998 STOCK OPTION PLAN WHEREAS, Health Net, Inc. (the ?Company?) maintains the Foundation Health Systems, Inc. Amended and Restated 1998 Stock Option Plan, as amended (the ?Plan?), for the benefit of key employees and directors of the Company; WHEREAS, the Company desires to amend the Plan to, among ot

March 3, 2014 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-12718 HEALTH NET, INC.

March 3, 2014 EX-10.45

AMENDMENT NUMBER ONE TO THE HEALTH NET, INC. 2002 STOCK OPTION PLAN

EX-10.45 6 exhibit1045.htm EXHIBIT 10.45 Exhibit 10.45 AMENDMENT NUMBER ONE TO THE HEALTH NET, INC. 2002 STOCK OPTION PLAN WHEREAS, Health Net, Inc. (the “Company”) maintains the Health Net, Inc. 2002 Stock Option Plan (the “Plan”) for the benefit of key employees and directors of the Company; WHEREAS, the Company desires to amend the Plan to, among other administrative matters, provide that commo

March 3, 2014 EX-10.35

AMENDMENT NUMBER ONE TO THE HEALTH NET, INC. DEFERRED COMPENSATION PLAN FOR DIRECTORS (As Amended and Restated effective December 1, 2009)

Exhibit 10.35 AMENDMENT NUMBER ONE TO THE HEALTH NET, INC. DEFERRED COMPENSATION PLAN FOR DIRECTORS (As Amended and Restated effective December 1, 2009) WHEREAS, Health Net, Inc. (the ?Company?) maintains the Health Net, Inc. Deferred Compensation Plan for Directors, as amended and restated (the ?Plan?) for the benefit of non-employee directors of the Company; WHEREAS, the Company desires to amend

March 3, 2014 EX-10.59

2013 RESTATEMENT OF THE HEALTH NET, INC. 401(k) SAVINGS PLAN 2013 RESTATEMENT OF THE HEALTH NET, INC. 401(k) SAVINGS PLAN TABLE OF CONTENTS

Exhibit 10.59 2013 RESTATEMENT OF THE HEALTH NET, INC. 401(k) SAVINGS PLAN 2013 RESTATEMENT OF THE HEALTH NET, INC. 401(k) SAVINGS PLAN TABLE OF CONTENTS PAGE ARTICLE 1 TITLE AND PURPOSE1 ARTICLE 2 DEFINITIONS1 (1)Affiliate 1 (2)After-Tax Account 1 (3)Beneficiary 1 (4)Board of Directors 1 (5)Break in Service 1 (6)Code 2 (7)Committee 2 (8)Company 2 (9)Company Stock 2 (10)Company Stock Fund 2 (11)Co

March 3, 2014 EX-10.33

AMENDMENT NUMBER ONE TO THE HEALTH NET, INC. DEFERRED COMPENSATION PLAN (As Amended and Restated effective January 1, 2010)

EX-10.33 2 exhibit1033.htm EXHIBIT 10.33 Exhibit 10.33 AMENDMENT NUMBER ONE TO THE HEALTH NET, INC. DEFERRED COMPENSATION PLAN (As Amended and Restated effective January 1, 2010) WHEREAS, Health Net, Inc. (the “Company”) maintains the Health Net, Inc. Deferred Compensation Plan, as amended and restated (the “Plan”) for the benefit of certain key employees of the Company and certain of its subsidia

March 3, 2014 EX-21

Subsidiaries of Health Net, Inc. as of February 20, 2014

Exhibit 21 Subsidiaries of Health Net, Inc. as of February 20, 2014 Health Net, Inc. (DE) (95-4288333) (All Subsidiaries wholly owned unless otherwise indicated) ? Health Net of California, Inc. (CA) (95-4402957) ? Health Net Life Insurance Company (CA) (73-0654885) ? Health Net Life Reinsurance Company (Cayman Islands) (98-0409907) ? Health Net of California Real Estate Holdings, Inc. (CA) (54-21

March 3, 2014 EX-10.43

AMENDMENT NUMBER ONE TO THE FOUNDATION HEALTH SYSTEMS, INC. THIRD AMENDED AND RESTATED NON-EMPLOYEE DIRECTOR STOCK OPTION PLAN

EX-10.43 5 exhibit1043.htm EXHIBIT 10.43 Exhibit 10.43 AMENDMENT NUMBER ONE TO THE FOUNDATION HEALTH SYSTEMS, INC. THIRD AMENDED AND RESTATED NON-EMPLOYEE DIRECTOR STOCK OPTION PLAN WHEREAS, Health Net, Inc. (the “Company”) maintains the Third Amended and Restated Non-Employee Director Stock Option Plan (the “Plan”) for the benefit of non-employee directors of the Company; WHEREAS, the Company des

March 3, 2014 EX-10.49

AMENDMENT NUMBER THREE TO THE HEALTH NET, INC. 2005 LONG-TERM INCENTIVE PLAN, AS AMENDED

Exhibit 10.49 AMENDMENT NUMBER THREE TO THE HEALTH NET, INC. 2005 LONG-TERM INCENTIVE PLAN, AS AMENDED WHEREAS, Health Net, Inc. (the ?Company?) maintains the Health Net, Inc. 2005 Long-Term Incentive Plan, as amended (the ?Plan?), for the benefit of key employees and directors of the Company; WHEREAS, the Company desires to amend the Plan to, among other administrative matters, provide that commo

March 3, 2014 EX-10.54

AMENDMENT NUMBER FOUR TO THE HEALTH NET, INC. 2006 LONG-TERM INCENTIVE PLAN, AS AMENDED

Exhibit 10.54 AMENDMENT NUMBER FOUR TO THE HEALTH NET, INC. 2006 LONG-TERM INCENTIVE PLAN, AS AMENDED WHEREAS, Health Net, Inc. (the ?Company?) maintains the Health Net, Inc. 2006 Long-Term Incentive Plan, as amended (the ?Plan?), for the benefit of key employees and directors of the Company; WHEREAS, the Company desires to amend the Plan to, among other administrative matters, retain the authorit

February 21, 2014 8-K

Regulation FD Disclosure

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): February 21, 2014 Health Net, Inc. (Exact name of registrant as specified in its charter) Delaware 1-12718 95-4288333 (State or other jurisdiction (Commission (I.R.S. Employer of inco

February 14, 2014 SC 13G/A

HNT / Health Net Inc. / Partner Fund Management, L.P. - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information Statement Pursuant to Rules 13d-1 and 13d-2 Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Health Net, Inc. (Name of Issuer) Common stock, par value $0.001 per share (Title of Class of Securities) 42222G108 (CUSIP Number) December 31, 2013 Date of Event Which Requires Fili

February 14, 2014 SC 13G/A

HNT / Health Net Inc. / SAC Capital Advisors LP - AMENDMENT NO. 1 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* HEALTH NET, INC. (Name of Issuer) Common Stock, Par Value $0.001 Per Share (Title of Class of Securities) 42222G108 (CUSIP Number) December 31, 2013 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule p

February 14, 2014 SC 13G/A

HNT / Health Net Inc. / Wellington Management Group LLP - DISCLOSURE DOCUMENT Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 11)* Health Net, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 42222G108 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sched

February 12, 2014 SC 13G/A

HNT / Health Net Inc. / HARRIS ASSOCIATES L P Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Health Net (Name of Issuer) Common Stock (Title of Class of Securities) 42222G108 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is

February 11, 2014 SC 13G/A

HNT / Health Net Inc. / VANGUARD GROUP INC Passive Investment

healthnet.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2 )* Name of issuer: Health Net Inc/CA Title of Class of Securities: Common Stock CUSIP Number: 42222G108 Date of Event Which Requires Filing of this Statement: December 31, 2013 Check the appropriate box to desig

February 11, 2014 EX-99.1

HEALTH NET REPORTS FOURTH QUARTER 2013 GAAP NET INCOME OF $19.8 MILLION, OR $0.25 PER DILUTED SHARE WESTERN REGION OPERATIONS AND GOVERNMENT CONTRACTS SEGMENTS PRODUCE COMBINED NET INCOME OF $0.24 PER DILUTED SHARE IN FOURTH QUARTER 2013 COMPANY ISSU

EX-99.1 Exhibit 99.1 Investor Contact: Media Contact: Angie McCabe Brad Kieffer (818) 676-8692 (818) 676-6833 [email protected] [email protected] HEALTH NET REPORTS FOURTH QUARTER 2013 GAAP NET INCOME OF $19.8 MILLION, OR $0.25 PER DILUTED SHARE WESTERN REGION OPERATIONS AND GOVERNMENT CONTRACTS SEGMENTS PRODUCE COMBINED NET INCOME OF $0.24 PER DILUTED SHARE IN FOURTH QUARTER 201

February 11, 2014 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K

Form 8-K 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): February 11, 2014 Health Net, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-12718 95-4288333 (State or Other Jurisdiction of Incorporation) (Commission F

February 4, 2014 SC 13G/A

HNT / Health Net Inc. / IRIDIAN ASSET MANAGEMENT LLC/CT Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Health Net, Inc. Common Stock (Title of Class of Securities) 42222G108 (CUSIP Number) December 31, 2013 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ X

January 28, 2014 EX-3.1

ELEVENTH AMENDED AND RESTATED BYLAWS HEALTH NET, INC. ARTICLE I OFFICES

EX-3.1 ELEVENTH AMENDED AND RESTATED BYLAWS OF HEALTH NET, INC. ARTICLE I OFFICES Section 1 Registered Office. The registered office of Health Net, Inc. (the “Corporation”) in the State of Delaware shall be located at Corporation Trust Center, 1209 Orange Street, Wilmington, Delaware 19801, County of New Castle. The name of the Corporation’s registered agent at such address is The Corporation Trus

January 28, 2014 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits - LIVE FILING

Health Net, Inc. (Form: 8-K) 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): January 23, 2014 Health Net, Inc. (Exact name of registrant as specified in its charter) Delaware 1-12718 95-4288333 (State or other jurisdiction (Commiss

January 23, 2014 8-K

Other Events

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): January 17, 2014 Health Net, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-12718 95-4288333 (State or Other Jurisdiction of Incorporation) (Commission File Number

January 14, 2014 8-K

Regulation FD Disclosure

8-K 1 htm49121.htm LIVE FILING 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): January 13, 2014 Health Net, Inc. (Exact name of registrant as specified in its charter) Delaware 1-12718 95-4288333 (State or other jurisdiction (Commi

December 10, 2013 8-K

Regulation FD Disclosure

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): December 9, 2013 Health Net, Inc. (Exact name of registrant as specified in its charter) Delaware 1-12718 95-4288333 (State or other jurisdiction (Commission (I.R.S. Employer of incor

November 12, 2013 8-K

Regulation FD Disclosure

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): November 12, 2013 Health Net, Inc. (Exact name of registrant as specified in its charter) Delaware 1-12718 95-4288333 (State or other jurisdiction (Commission (I.R.S. Employer of inco

November 7, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): November 7, 2013 Health Net, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-12718 95-4288333 (State or Other Jurisdiction of Incorporation) (Commission File Number

November 7, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2013 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-12718 HEALTH NET, INC.

November 7, 2013 EX-99.1

HEALTH NET REPORTS THIRD QUARTER 2013 GAAP NET INCOME OF $66.8 MILLION, OR $0.83 PER DILUTED SHARE

EX-99.1 Exhibit 99.1 Investor Contact: Media Contact: Angie McCabe Brad Kieffer (818) 676-8692 (818) 676-6833 [email protected] [email protected] HEALTH NET REPORTS THIRD QUARTER 2013 GAAP NET INCOME OF $66.8 MILLION, OR $0.83 PER DILUTED SHARE LOS ANGELES, November 7, 2013 – Health Net, Inc. (NYSE: HNT) today announced 2013 third quarter GAAP net income of $66.8 million, or $0.8

October 11, 2013 CORRESP

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Health Net, Inc. 21650 Oxnard Street Woodland Hills, CA 91367 818-676-6000 800-291-6911 www.healthnet.com October 11, 2013 VIA EDGAR CORRESPONDENCE Jim B. Rosenberg Senior Assistant Chief Accountant United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Health Net, Inc. Form 10-K for the Fiscal Year Ended December 31, 2012 Fil

October 9, 2013 8-K

Other Events - LIVE FILING

Health Net, Inc. (Form: 8-K) 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): October 2, 2013 Health Net, Inc. (Exact name of registrant as specified in its charter) Delaware 1-12718 95-4288333 (State or other jurisdiction (Commissi

September 27, 2013 CORRESP

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CORRESP Health Net, Inc. 21650 Oxnard Street Woodland Hills, CA 91367 818-676-6000 800-291-6911 www.healthnet.com September 27, 2013 VIA EDGAR CORRESPONDENCE Jim B. Rosenberg Senior Assistant Chief Accountant United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Health Net, Inc. Form 10-K for the Fiscal Year Ended December 31

September 4, 2013 8-K

Regulation FD Disclosure - LIVE FILING

Health Net, Inc. (Form: 8-K) 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): September 3, 2013 Health Net, Inc. (Exact name of registrant as specified in its charter) Delaware 1-12718 95-4288333 (State or other jurisdiction (Commis

August 7, 2013 8-K

Regulation FD Disclosure - LIVE FILING

Health Net, Inc. (Form: 8-K) 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): August 6, 2013 Health Net, Inc. (Exact name of registrant as specified in its charter) Delaware 1-12718 95-4288333 (State or other jurisdiction (Commissio

August 1, 2013 EX-99.1

JOINT FILING AGREEMENT

Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and that all subsequent amendments to this statement on Schedule 13G may be filed on behalf of each of the undersigned without the necessi

August 1, 2013 SC 13G

HNT / Health Net Inc. / SAC Capital Advisors LP Passive Investment

SC 13G 1 h10011881a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* HEALTH NET, INC. (Name of Issuer) Common Stock, Par Value $0.001 Per Share (Title of Class of Securities) 42222G108 (CUSIP Number) July 31, 2013 (Date of Event which Requires Filing of this Statement) Check the appropriate box to d

July 29, 2013 EX-10.1

AMENDMENT NUMBER THREE TO THE HEALTH NET, INC. 2006 LONG-TERM INCENTIVE PLAN, AS AMENDED

EX-10.1 2 exhibit1012013q2amendment.htm AMENDMENT NO. 3 TO 2006 LONG TERM INCENTIVE PLAN Exhibit 10.1 AMENDMENT NUMBER THREE TO THE HEALTH NET, INC. 2006 LONG-TERM INCENTIVE PLAN, AS AMENDED WHEREAS, Health Net, Inc. (the “Company”) maintains the Health Net, Inc. 2006 Long-Term Incentive Plan, as amended (the “Plan”) for the benefit of key employees and directors of the Company; WHEREAS, the Compa

July 29, 2013 EX-10.2

FORM OF PERFORMANCE SHARE AWARD AGREEMENT

EX-10.2 3 exhibit102formofperformanc.htm FORM OF PERFORMACE SHARE AGREEMENT Exhibit 10.2 FORM OF PERFORMANCE SHARE AWARD AGREEMENT This Performance Share Award Agreement, including Appendix I attached hereto, (together with the Notice of Grant of Performance Share Award (the “Grant Notice”) attached hereto and incorporated by reference herein, the "Performance Share Award Agreement") is made and e

July 29, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

10-Q 1 hnt2013q210q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2013 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File N

July 25, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 25, 2013 Health Net, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-12718 95-4288333 (State or Other Jurisdiction of Incorporation) (Commission File Number) (

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