Conduent (CNDT) director awarded 92,683 stock units, now holds 106,102 shares

Rhea-AI Filing Summary

Conduent Inc. director Michael Fucci reported an equity award of company stock. On 01/15/2026, he was granted 92,683 shares of Conduent common stock at a reference price of $2.05 per share, increasing his beneficial ownership to 106,102 shares held directly.

The award consists of Deferred Stock Units, which represent the right to receive one share of common stock for each unit when he separates from service as a director. This filing records a routine director compensation grant rather than an open-market purchase or sale.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Fucci Michael

(Last) (First) (Middle)

100 CAMPUS DRIVE

SUITE 200

(Street)

FLORHAM PARK NJ 07932

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CONDUENT Inc [ CNDT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/15/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/15/2026		A		92,683(1)	A	$2.05	106,102	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Award of Deferred Stock Units that represent the right to receive one share of common stock upon separation of service as a director.

Remarks:

	/s/ Michael Krawitz, attorney-in-fact	01/20/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Conduent (CNDT) report in this Form 4?

Conduent reported that director Michael Fucci received an equity award of 92,683 shares of common stock on 01/15/2026, recorded at $2.05 per share as part of his director compensation.

How many Conduent (CNDT) shares does Michael Fucci own after this transaction?

Following the reported award, Michael Fucci beneficially owns 106,102 shares of Conduent common stock in direct ownership.

What type of equity did Conduent grant to director Michael Fucci?

Conduent granted Deferred Stock Units that represent the right to receive one share of common stock for each unit when Michael Fucci separates from service as a director.

Was this Conduent (CNDT) insider transaction a purchase or a sale on the open market?

No open-market trade is reported. The Form 4 shows a transaction code "A", indicating an award or grant of 92,683 shares of common stock as compensation, not a market purchase or sale.

What is Michael Fucci’s relationship to Conduent (CNDT)?

Michael Fucci is reported as a director of Conduent Inc. and is not listed as an officer or 10% owner in this filing.

How is the ownership of the awarded Conduent shares classified?

The Form 4 classifies the 106,102 shares beneficially owned after the transaction as held in direct (D) ownership by Michael Fucci.