Gummadi Surya 4
4 · COGNIZANT TECHNOLOGY SOLUTIONS CORP · Filed Mar 17, 2026
Research Summary
AI-generated summary of this filing
Cognizant (CTSH) President Surya Gummadi Receives 12,353 Shares (Vesting/Settlement)
What Happened
Surya Gummadi, President — Americas of Cognizant Technology Solutions (CTSH), received a total of 12,353 shares on March 15, 2026 from the vesting/settlement of restricted stock units (RSUs) and performance stock units (PSUs). Of those shares, 5,974 were withheld to satisfy tax withholding obligations at an indicated per-share value of $60.37 (total withheld value $360,650), leaving a net of 6,379 shares added to his holdings. The filings show these as derivative conversions/settlements (transaction code M) and a tax withholding disposition (code F).
Key Details
- Transaction date: March 15, 2026; Form 4 filed March 17, 2026 (filed within the normal 2-business-day window).
- Shares received: 1,397 RSUs (1/12th of a March 3, 2025 RSU grant), 898 RSUs (1/8th of a March 3, 2025 RSU grant), and 10,058 PSUs (portion of 2023 PSU award determined to be satisfied). Total received = 12,353 shares.
- Shares withheld for taxes: 5,974 shares at $60.37/share = $360,650. Net shares added = 12,353 − 5,974 = 6,379.
- Transaction codes: M = exercise/conversion of derivatives (RSU/PSU settlement); F = shares withheld to pay tax liability.
- Footnotes clarify the RSU/PSU grant dates, vesting schedules, and that each RSU/PSU converts to one share. No 10b5-1 plan or late filing flag noted in the filing.
Context
These transactions reflect routine equity compensation vesting and settlement (not an open-market buy or discretionary sale). The withholding of shares to cover taxes is a common administrative action and should not be interpreted as a directional market bet by the insider.
Insider Transaction Report
- Exercise/Conversion
Class A Common Stock
[F1][F2]2026-03-15+1,397→ 28,603 total - Exercise/Conversion
Class A Common Stock
[F3][F2]2026-03-15+898→ 29,501 total - Exercise/Conversion
Class A Common Stock
[F4][F5]2026-03-15+10,058→ 39,559 total - Tax Payment
Class A Common Stock
[F6]2026-03-15$60.37/sh−5,974$360,650→ 33,585 total - Exercise/Conversion
Restricted Stock Units
[F2][F7]2026-03-15−1,397→ 11,176 total→ Class A Common Stock (1,397 underlying) - Exercise/Conversion
Restricted Stock Units
[F2][F8]2026-03-15−898→ 3,592 total→ Class A Common Stock (898 underlying) - Exercise/Conversion
Performance Stock Units
[F5][F4]2026-03-15−10,058→ 0 total→ Class A Common Stock (10,058 underlying)
Footnotes (8)
- [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]Shares of Class A Common Stock of the Company received from the vesting of 1/8th of the RSU award granted on March 3, 2025.
- [F4]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.
- [F5]Each PSU represents a contingent right to receive one share of Class A Common Stock of the Company.
- [F6]Shares of the Company's Class A Common Stock withheld to pay applicable taxes.
- [F7]A total of 16,764 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).
- [F8]A total of 7,184 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 (i) 1/8th of such RSUs vesting on each of the first four vesting dates; (ii) 2/3rds of 1/8th of such RSUs vesting on each of the successive four vesting dates; (iii) 1/3rd of 1/8th of such RSUs vesting on each of the successive three vesting dates; and (iv) the remainder of such RSUs vesting on the twelfth vesting date (March 15, 2028).