Centene (CNC) risk factors: FY2025 10-K

Item 1A of the 10-K for the period ending 2025-12-31, filed 2026-02-17. 34 risk factor headings as filed. Read Item 1A in full · The whole 10-K · What changed since FY2024

1new since FY2024
4reworded
2removed
29unchanged

Headings mentioning a theme: Tariffs 0 · AI 0 · Cybersecurity 1 · China 0 · Interest rates 0. Compare across the S&P 500.

Risks Relating to Our Business

19
  1. Failure to timely and effectively identify and mitigate medical cost trends and receive adequate rate adjustments to account for increased acuity could have a material adverse effect on our results of operations, financial condition and cash flows.new
  2. Any failure to adequately and timely price or anticipate demand for products offered, anticipate changes to the competitive landscape or any reduction in products offered for Medicare and in the Health Insurance Marketplace may have a material adverse effect on our results of operations, financial condition and cash flows.reworded
  3. Our Medicare programs are subject to a variety of unique risks that could adversely impact our financial results.
  4. Risk-adjustment payment systems make our revenue and results of operations more difficult to estimate and could result in retroactive adjustments that have a material adverse effect on our results of operations, financial condition and cash flows.
  5. If we are not successful in procuring new government contracts or renewing existing government contracts, or if we receive an adverse finding or review resulting from an audit or investigation, our business may be adversely affected.
  6. We derive a portion of our cash flow and gross margin from our PDP operations, for which we submit annual bids for participation. The results of our bids and the design of the risk-sharing program could have a material adverse effect on our results of operations, financial condition and cash flows.reworded
  7. Increases in our pharmaceutical costs could have a material adverse effect on the level of our medical costs and our results of operations.
  8. Ineffectiveness of state-operated systems and subcontractors could adversely affect our business.
  9. Our encounter data may be inaccurate or incomplete, which could have a material adverse effect on our results of operations, financial condition and cash flows and ability to bid for, and continue to participate in, certain programs.
  10. If state regulators do not approve payments of dividends and distributions by our subsidiaries to us, we may not have sufficient funds to implement our business strategy.
  11. We derive a significant portion of our premium revenues from operations in a number of states, and our results of operations, financial condition or cash flows could be materially adversely affected by a decrease in premium revenues or profitability in any one of those states.
  12. Competition may limit our ability to increase penetration of the markets that we serve.
  13. We operate in a highly competitive, dynamic and rapidly evolving industry and our failure to adapt could negatively impact our business.
  14. If we are unable to maintain relationships with our provider networks and timely update our provider directories, our profitability may be materially adversely affected.
  15. If our third-party vendors fail to meet their contractual obligations to us or fail to comply with applicable laws or regulations, our results of operations may be adversely affected and we may be exposed to brand and reputational harm, litigation and/or regulatory action.
  16. If we or our third-party vendors are unable to integrate and manage information systems and networks effectively, our operations could be disrupted.
  17. A failure in or breach of our operational or security systems, networks or infrastructure, or those of third-party vendors with which we do business, including as a result of cyber-attacks and other data security incidents, could have a material adverse effect on our business.Cybersecurity
  18. We may be unable to attract, retain or effectively manage the succession of key personnel.
  19. An impairment charge with respect to our recorded goodwill, intangible assets and real estate portfolio could have a material impact on our results of operations and shareholders' equity.

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Risks Relating to Regulatory and Legal Matters

9
  1. Reductions or delays in funding of, changes to eligibility requirements for, government-sponsored healthcare programs in which we participate, and any inability on our part to effectively adapt to changes to these programs could have a material adverse effect on our results of operations, financial condition and cash flows.reworded
  2. Significant changes to the ACA and the other government-sponsored healthcare programs in which we participate could materially and adversely affect our results of operations, financial condition, and cash flows.reworded
  3. Negative public perception of the managed care industry, including industry practices, could adversely affect our business, operating results, cash flows and prospects.
  4. Our business activities are highly regulated and new laws or regulations or changes in existing laws or regulations or their enforcement or application could force us to change how we operate and could harm our reputation and business.
  5. Our ability to provide services and support to manage our members' pharmacy benefits face regulatory risks and uncertainties which could materially and adversely affect our results of operations, financial condition and cash flows.
  6. We have been and may from time to time become involved in costly and time-consuming litigation and other regulatory proceedings, which require significant attention from our management and could adversely affect our business.
  7. If we fail to comply with applicable data privacy and security laws, regulations, rules, standards and contractual obligations, including with respect to third-party vendors that utilize sensitive personal information on our behalf, our business, reputation, results of operations, financial condition and cash flows could be materially and adversely affected.
  8. If we fail to comply with the extensive federal and state fraud, waste and abuse laws, our business, reputation, results of operations, financial condition and cash flows could be materially and adversely affected.
  9. We might be adversely impacted by tax legislation or challenges to our tax positions.

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Risks Relating to Conditions in the Financial Markets and Economy

3
  1. Our investment portfolio may suffer losses which could materially and adversely affect our results of operations or liquidity.
  2. Adverse credit market conditions may have a material adverse effect on our liquidity or our ability to obtain credit on acceptable terms.
  3. We have substantial indebtedness outstanding and may incur additional indebtedness in the future. Such indebtedness could reduce our agility and may adversely affect our financial condition.

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Risks Associated with Mergers, Acquisitions, and Divestitures

3
  1. Our business and results of operations may be materially adversely affected if we fail to manage and complete divestitures.
  2. Previous or future acquisitions may not perform as expected and we may not realize the financial results expected from acquisitions or divestitures.
  3. We may be unable to successfully integrate our existing business with acquired businesses and realize the anticipated benefits of such acquisitions.

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No longer in Item 1A

2

Headings in the FY2024 10-K with no match this year.

  1. Failure to accurately estimate and price our medical expenses or effectively manage our medical costs or related administrative costs could have a material adverse effect on our results of operations, financial condition and cash flows.
  2. If eligibility for the enhanced advance premium tax credit for Marketplace members expires without renewal or the eligibility for the credit is modified or delayed, our results of operations, financial condition, and cash flows could be materially and adversely affected.

Headings are the lines of Item 1A set wholly in bold or italics, as the parser reads them, without the introductory paragraph that opens the section. A heading is new when no heading in the prior 10-K matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. Source: the filing on sec.gov.