Varrier Rajesh 4
4 · COGNIZANT TECHNOLOGY SOLUTIONS CORP · Filed Mar 17, 2026
Research Summary
AI-generated summary of this filing
Cognizant (CTSH) Rajesh Varrier, Pres. Ops (CMD India) Receives 5,478 Shares
What Happened
Rajesh Varrier, President Operations (CMD India) of Cognizant Technology Solutions (CTSH), had a total of 5,478 shares issued on March 15, 2026 from the vesting/settlement of RSUs and PSUs. Of those, 2,036 shares were withheld to cover taxes at $60.37 per share (total withheld = $122,913). After withholding, Varrier received 3,442 net shares. Using the $60.37 figure used for withholding, the gross value of the issued shares was about $330,707 and the net value after withholding was about $207,794 (estimates based on the withholding price).
Key Details
- Transaction date: March 15, 2026; Form 4 filed March 17, 2026 (appears timely).
- Transaction codes: M = exercise/conversion of derivative (vesting/settlement of RSUs/PSUs); F = shares withheld to pay tax liability.
- Shares issued (gross): 5,478 (from multiple RSU/PSU vesting/settlement events).
- Shares withheld for taxes: 2,036 at $60.37/share = $122,913.
- Shares issued to insider (net): 3,442 shares.
- Shares owned after transaction: not specified in the provided filing.
- Relevant footnotes: shares came from RSU grants (Sept 3, 2024 and Mar 3, 2025) and settlement of performance-based stock units (PSUs) for which performance was certified Feb 25, 2026. Each RSU/PSU converts to one share. Tax withholding was done via share surrender.
Context
- This was not an open-market purchase or sale; it was the conversion/settlement of equity awards (RSUs and PSUs) upon vesting/performance certification.
- The transaction included share withholding to satisfy tax obligations (common for equity compensation), not a cash sale by the insider.
- Transaction types: M = derivative conversion (vesting/settlement), F = tax withholding.
Insider Transaction Report
Form 4
Varrier Rajesh
President Operations CMD India
Transactions
- Exercise/Conversion
Class A Common Stock
[F4][F2]2026-03-15+249→ 7,089 total - Exercise/Conversion
Class A Common Stock
[F1][F2]2026-03-15+749→ 6,298 total - Exercise/Conversion
Class A Common Stock
[F3][F2]2026-03-15+542→ 6,840 total - Exercise/Conversion
Class A Common Stock
[F5][F6]2026-03-15+3,938→ 11,027 total - Tax Payment
Class A Common Stock
[F7]2026-03-15$60.37/sh−2,036$122,913→ 8,991 total - Exercise/Conversion
Restricted Stock Units
[F2][F8]2026-03-15−749→ 1,498 total→ Class A Common Stock (749 underlying) - Exercise/Conversion
Restricted Stock Units
[F2][F9]2026-03-15−542→ 1,088 total→ Class A Common Stock (542 underlying) - Exercise/Conversion
Restricted Stock Units
[F2][F10]2026-03-15−249→ 1,996 total→ Class A Common Stock (249 underlying) - Exercise/Conversion
Performance Stock Units
[F6][F5]2026-03-15−3,938→ 0 total→ Class A Common Stock (3,938 underlying)
Footnotes (10)
- [F1]Shares of Class A Common Stock of Cognizant Technology Solutions Corporation (the "Company") received from the vesting of 1/8th of the restricted stock unit ("RSU") award granted on September 3, 2024.
- [F10]A total of 2,993 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).
- [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 2/3rds of 1/6th of the RSU award granted on September 3, 2024.
- [F4]Shares of Class A Common Stock of the Company received from the vesting of 1/12th of the RSU award granted on March 3, 2025.
- [F5]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 September 3, 2024 under the Company's 2023 Incentive Award Plan. The performance conditions were determined to be satisfied on February 25, 2026, and the PSUs as shown in Table II above were vested and settled in Class A Common Stock of the Company on March 15, 2026.
- [F6]Each PSU represents a contingent right to receive one share of Class A Common Stock of the Company.
- [F7]Shares of the Company's Class A Common Stock withheld to pay applicable taxes.
- [F8]A total of 5,991 RSUs were originally granted on September 3, 2024 under the Company's 2023 Incentive Award Plan and such originally granted amount began vesting in quarterly installments over two years, commencing on December 15, 2024, with 1/8th of such RSUs vesting on each quarterly vesting date so that such RSUs will be fully vested on the eighth quarterly vesting date (September 15, 2026).
- [F9]A total of 4,884 RSUs were originally granted on September 3, 2024 under the Company's 2023 Incentive Award Plan and such originally granted amount began vesting in 10 successive quarterly installments, commencing on December 15, 2024, with (i) 1/6th of such RSUs vesting on each of the first two vesting dates; (ii) 2/3rds of 1/6th of such RSUs vesting on each of the successive four vesting dates; (iii) 1/3rd of 1/6th of such RSUs vesting on each of the successive three vesting dates; and (iv) the remainder of such RSUs vesting on the tenth vesting date (March 15, 2027).
Signature
/s/ Melissa Glass, on behalf of Rajesh Varrier, by Power of Attorney|2026-03-17