Kim John Sunshin 4

4 · COGNIZANT TECHNOLOGY SOLUTIONS CORP · Filed Mar 17, 2026

AI-generated summary of this filing

Updated Mar 17, 2026

Cognizant (CTSH) CLO John Kim Receives RSUs/PSUs; 6,668 Shares Withheld

What Happened

John Kim, Chief Legal Officer, Chief Administrative Officer & Corporate Secretary of Cognizant (CTSH), had deferred/performanced equity convert to stock on March 15, 2026: 1,647 RSU shares and 10,972 PSU shares (total 12,619 shares) vested/settled and were converted into Class A common stock. To cover tax withholding, 6,668 shares were surrendered at $60.37 per share, totaling $402,547. Net shares received after withholding: 5,951 shares.

Key Details

Transaction date(s): March 15, 2026; Form 4 filed March 17, 2026 (appears timely).
Share counts and values: 12,619 total shares settled (1,647 RSUs + 10,972 PSUs); 6,668 shares withheld at $60.37 = $402,547 for taxes; derivative conversion entries show $0.00 exercise price (non-cash settlement).
Nature of awards: RSUs (granted March 3, 2025) vested as 1/12th installment; PSUs (granted March 6, 2023) had a portion of performance conditions satisfied (determined Feb 25, 2026) and were settled in shares on March 15, 2026.
Tax withholding: Shares were withheld to pay applicable taxes (transaction code F).
Ownership after transaction: Not specified in the provided excerpt of the filing.
Filing timing: Report filed two days after the transaction date (filed 3/17 for 3/15 transactions).

Context

These were award vesting/settlement events (not open-market purchases or sales). The derivative code M reflects conversion/settlement of contingent equity (RSUs/PSUs) into shares; the F entry reflects share withholding to satisfy tax liabilities—common, routine actions following vesting. This filing documents receipt and tax withholding, not a deliberate market sale by the insider.

Form 4

Period: 2026-03-15

CLO, CAO & Corporate Secretary

Transactions

Exercise/Conversion
Class A Common Stock
[F1][F2]
2026-03-15+1,647→ 35,511 total
Exercise/Conversion
Class A Common Stock
[F3][F4]
2026-03-15+10,972→ 46,483 total
Tax Payment
Class A Common Stock
[F5]
2026-03-15$60.37/sh−6,668$402,547→ 39,815 total
Exercise/Conversion
Restricted Stock Units
[F2][F6]
2026-03-15−1,647→ 13,172 total
→ Class A Common Stock (1,647 underlying)
Exercise/Conversion
Performance Stock Units
[F4][F3]
2026-03-15−10,972→ 0 total
→ Class A Common Stock (10,972 underlying)

Footnotes (6)

[F1]Shares of Class A Common Stock of Cognizant Technology Solutions Corporation (the "Company") received from the vesting of 1/12th of the restricted stock unit ("RSU") award granted on March 3, 2025.
[F2]Each RSU represents a contingent right to receive one share of the Company's Class A Common Stock.
[F3]Reflects the settlement, in shares of Class A Common Stock of the Company, of performance-based stock units ("PSUs"). The PSUs were originally granted on March 6, 2023, under the Company's 2017 Incentive Award Plan. A portion of the performance conditions were determined to be satisfied on February 25, 2026, and that portion of the PSUs as shown in Table II above were vested and settled in Class A Common Stock of the Company on March 15, 2026.
[F4]Each PSU represents a contingent right to receive one share of Class A Common Stock of the Company.
[F5]Shares of the Company's Class A Common Stock withheld to pay applicable taxes.
[F6]A total of 19,758 RSUs were originally granted on March 3, 2025 under the Company's 2023 Incentive Award Plan and such originally granted amount began vesting in quarterly installments over three years, commencing on June 15, 2025, with 1/12th of such RSUs vesting on each quarterly vesting date so that such RSUs will be fully vested on the twelfth quarterly vesting date (March 15, 2028).

Signature

/s/ Melissa Glass, on behalf of John Kim, by Power of Attorney|2026-03-17

1 file