Conduent CFO reports RSU tax share withholding

Conduent Inc. EVP and Chief Financial Officer Giles Andrew Goodburn reported a tax-withholding disposition of 3,841 shares of common stock on July 31, 2026, at $1.57 per share to pay taxes on vested Restricted Stock Units.

Rhea-AI Filing Summary

Conduent Inc. EVP and Chief Financial Officer Giles Andrew Goodburn reported a tax-withholding disposition of 3,841 shares of common stock on July 31, 2026, at $1.57 per share to pay taxes on vested Restricted Stock Units. After this withholding, he directly holds 937,287 shares of Conduent common stock.

Insider Trade Summary

Tax Withholding: 3,841 shares

Tax Withholding 1 txn

Insider Goodburn Giles Andrew

Role EVP, Chief Financial Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1	3,841	$1.57	$6K

Holdings After Transaction: Common Stock — 937,287 shares (Direct)

Footnotes (1)

1. F1. Shares withheld to pay for taxes on Restricted Stock Units that have vested.

Key Figures

Shares withheld for taxes: 3,841 shares Withholding price per share: $1.57 per share Shares held after transaction: 937,287 shares

3 metrics

Shares withheld for taxes 3,841 shares Common Stock withheld on July 31, 2026 for RSU tax liability

Withholding price per share $1.57 per share Implied value per share for withheld Conduent common stock

Shares held after transaction 937,287 shares Directly owned Conduent common stock following July 31, 2026 withholding

Key Terms

Restricted Stock Units, tax-withholding disposition, Payment of tax liability by delivering or withholding securities

3 terms

Restricted Stock Units financial

"Shares withheld to pay for taxes on Restricted Stock Units that have vested."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Payment of tax liability by delivering or withholding securities financial

"transaction_code_description": "Payment of tax liability by delivering or withholding securities""

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Conduent (CNDT) report for its CFO?

Conduent’s CFO, Giles Andrew Goodburn, reported a tax-withholding disposition of 3,841 shares of common stock on July 31, 2026. The shares were withheld to cover taxes due on vested Restricted Stock Units rather than sold in an open-market transaction.

How many CNDT shares were withheld and at what price for the CFO?

A total of 3,841 Conduent common shares were withheld at $1.57 per share. This withholding satisfied the CFO’s tax liability arising from the vesting of Restricted Stock Units, as indicated in the transaction description and related footnote.

How many Conduent (CNDT) shares does the CFO hold after this Form 4?

Following the tax-withholding transaction, CFO Giles Andrew Goodburn directly holds 937,287 shares of Conduent common stock. This post-transaction balance reflects his direct beneficial ownership after the 3,841 shares were withheld to cover RSU-related taxes.

Was the Conduent (CNDT) CFO’s Form 4 transaction an open-market sale?

No. The transaction is coded as F, described as “Payment of tax liability by delivering or withholding securities.” A footnote clarifies the 3,841 shares were withheld specifically to pay taxes on Restricted Stock Units that had vested, not sold on the market.

Is the CNDT CFO’s July 31, 2026 transaction under a Rule 10b5-1 plan?

The Rule 10b5-1 checkbox is not marked for this report, and no footnote states that the transaction was executed under a pre-arranged Rule 10b5-1 trading plan. The event is presented solely as a tax-withholding disposition tied to RSU vesting.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 08/03/2026 - 05:06 PM EDT Learn about SEC filing dates

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Goodburn Giles Andrew

(Last) (First) (Middle)

100 CAMPUS DRIVE

SUITE 200

(Street)

FLORHAM PARK NEW JERSEY 07932

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/31/2026

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

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

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

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	07/31/2026		F		3,841(1)	D	$1.57	937,287	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. Shares withheld to pay for taxes on Restricted Stock Units that have vested.

Remarks:

	/s/ Michael Fisherman, Attorney-in-Fact	08/03/2026
	** 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.
* Form 4: SEC 1474 (03-26)