Conduent Inc. executive Michael E. Krawitz, EVP, GC & Secretary, reported several stock transactions dated February 10, 2026 related to performance-based equity awards. The filing shows a disposition of 25,416 common shares tied to partial forfeiture of performance restricted stock units with a 50% payout.
Additional transactions reflect 12,112 and 10,737 shares withheld to cover taxes on vested performance restricted stock units and an acquisition of 22,531 common shares issued upon vesting of revenue growth-based awards with an approximate 22% payout. After these transactions, Krawitz directly held 1,067,002 Conduent common shares.
Conduent Inc. executive Adam D. Appleby, EVP, Public Sector, reported multiple equity-award-related transactions in common stock on February 10, 2026. He disposed of 9,150 shares in a forfeiture tied to performance restricted stock units and had 5,276 and 4,677 shares withheld at $1.43 per share to cover taxes on vested units. He also acquired 8,112 shares issued upon vesting of performance-based restricted stock units linked to revenue growth targets. After these transactions, Appleby directly owned 363,009 shares of Conduent common stock.
Conduent Incorporated reported mixed fourth quarter and full-year 2025 results. Q4 revenue was $770 million, down 3.8% year over year, and full-year revenue was $3,042 million, down 9.4%. The company posted a Q4 GAAP net loss of $33 million and a full-year net loss of $170 million, compared with a $426 million profit in 2024, largely because the prior year included sizeable divestiture gains.
Profitability on an adjusted basis improved. Q4 adjusted EBITDA rose to $50 million from $32 million, lifting margin to 6.5% from 4.0%. For 2025, adjusted EBITDA increased to $164 million from $124 million, with margin up to 5.4% from 3.9%, helped by cost optimization and higher-margin items.
The company ended 2025 with $243 million in cash and total debt of $687 million, implying a net adjusted leverage ratio of 2.8x. Full-year operating cash flow was $(73) million and adjusted free cash flow was $(130) million. Management highlighted stronger trends in Government and Transportation, weaker performance in Commercial, and outlined priorities around cost reduction, portfolio optimization, and converting sales pipeline into growth.
Conduent Inc. director Letier A. Scott received an additional equity grant of 1,937 shares of common stock on February 3, 2026 at $1.42 per share. This award is an adjustment to reflect updated compensation tied to changes in her board committee assignments.
The grant consists of Deferred Stock Units, each representing the right to receive one share of Conduent common stock upon her separation from service as a director. Following this transaction, Scott beneficially owns 716,945 shares of Conduent common stock in direct form.
Conduent Incorporated announced a leadership change effective January 16, 2026. Clifford Skelton stepped down as President, Chief Executive Officer, and director, with the company stating there is no disagreement regarding its operations, policies, or practices. He will receive separation benefits consistent with a termination without cause under existing company plans and his equity award agreements.
The Board appointed longtime director and prior Chairman Harsha V. Agadi as Chief Executive Officer, and named Margarita Paláu-Hernández as independent Chair of the Board. Under an offer letter, Mr. Agadi will receive a base salary of $880,000, a 2026 target short-term incentive equal to 150% of salary, and a long-term equity award of 1.7 million stock units, 40% as time-vesting RSUs and 60% as PSUs tied to stock price goals between $2.50 and $5.00 over a three-year period ending December 28, 2028. His awards include vesting protections tied to service, certain termination events, and change in control.
Conduent Inc. reported that Chief Executive Officer and director Harshavardhan V Agadi received new equity awards on January 16, 2026. He was granted 680,000 restricted stock units (RSUs) of common stock at $2.02 per share, which vest in three equal installments on December 31, 2026, December 31, 2027 and December 31, 2028. He was also granted 1,020,000 performance restricted stock units (PRSUs) that can only be settled in common stock and require both continued employment through December 31, 2028 and share price targets. The PRSUs begin to vest if the average closing stock price over any 120-day period between January 1, 2026 and December 31, 2028 reaches at least $2.50, with 25%–100% eligible to vest at price tiers of $2.50, $3.00, $4.00 and $5.00 or greater. Following these awards, he directly owned 1,796,829 common shares and had an additional 100,000 shares held indirectly through the GHS Holdings LLC Defined Benefit Pension Plan.
Conduent Inc. director Harshavardhan V. Agadi received an equity award in the form of deferred stock units. On 01/15/2026, he was granted 8,273 deferred stock units of Conduent common stock at a reference price of $2.05 per share. These units represent the right to receive one share of common stock for each unit on the earlier of the fifth anniversary of the grant date or his separation from service as a director.
Following this grant, Agadi beneficially owned 96,829 shares of Conduent common stock directly. In addition, 100,000 shares of common stock were held indirectly through the GHS Holdings LLC Defined Benefit Pension Plan, which is reported as indirect beneficial ownership.
Conduent Inc. director Letier A. Scott received an equity award linked to the company’s common stock. On 01/15/2026, Scott was granted 109,147 shares at a price of $2.05 per share. According to the footnote, this represents an award of deferred stock units that each convert into one share of common stock upon Scott’s separation from service as a director. Following this grant, Scott beneficially owned a total of 715,008 shares of Conduent common stock in direct ownership form.
Conduent Inc. director Margarita Palau Hernandez reported an equity award of 92,683 shares of common stock on January 15, 2026. The filing shows these were granted at a price of $2.05 per share and are structured as deferred stock units that convert into one share of common stock for each unit when she separates from service as a director. Following this award, she is shown as beneficially owning 402,996 shares of Conduent common stock in total, held directly.
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.