Cognizant (NASDAQ: CTSH) taps $1B revolving credit facility
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Cognizant Technology Solutions plans to borrow $1 billion under its existing revolving credit facility. The company notified lenders on May 15, 2026, with funding expected on May 20, 2026. This borrowing is made under a Credit Agreement originally dated October 6, 2022 and amended on April 18, 2024, with JPMorgan Chase Bank acting as administrative agent.
Positive
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Negative
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Insights
Cognizant draws $1B from its revolving credit line, adjusting near-term liquidity and leverage.
Cognizant has elected to borrow $1 billion under its revolving credit facility governed by the Credit Agreement dated October 6, 2022, as amended on April 18, 2024. This move increases cash on hand or funds specific needs while adding to outstanding debt.
The facility is part of a syndicated arrangement with JPMorgan Chase Bank, N.A. as administrative agent and multiple financial institutions as lenders. Terms and covenants are defined in prior filings, so this action occurs within an already disclosed framework rather than a new financing structure.
Investors can look to upcoming reports for how this $1 billion draw influences interest expense, leverage metrics, and any disclosed uses of funds for operations, investments, or shareholder returns, as referenced in future periodic filings.
8-K Event Classification
Item 2.03 — Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement
1 item
Item 2.03
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement
Financial
The company incurred a new significant debt or off-balance-sheet obligation.
Key Figures
Revolver borrowing: $1 billion
Funding date: May 20, 2026
Original Credit Agreement date: October 6, 2022
+1 more
4 metrics
Revolver borrowing
$1 billion
Amount to be borrowed under revolving credit facility
Funding date
May 20, 2026
Scheduled funding date of $1 billion borrowing
Original Credit Agreement date
October 6, 2022
Date Credit Agreement was first executed
Credit Agreement amendment date
April 18, 2024
Date of Amendment No. 1 to Credit Agreement
Key Terms
revolving credit facility, Credit Agreement, administrative agent, off-balance sheet arrangement, +1 more
5 terms
revolving credit facility financial
"to borrow $1 billion to be funded on May 20, 2026 under the revolving credit facility of the Credit Agreement"
A revolving credit facility is a type of loan that a business can borrow from whenever it needs money, up to a set limit. It’s like having a credit card for companies—allowing them to borrow, pay back, and borrow again as needed, providing flexibility for managing cash flow or funding short-term expenses.
Credit Agreement financial
"under the revolving credit facility of the Credit Agreement, dated as of October 6, 2022 and as amended by Amendment No. 1"
A credit agreement is a written loan contract between a borrower and a bank or other lender that lays out how much money can be borrowed, the interest rate, repayment schedule, fees, and the rules the borrower must follow. For investors, it matters because those terms affect a company’s cash costs, borrowing flexibility and risk of default — similar to how a mortgage’s rules determine a homeowner’s monthly budget and freedom to make changes.
administrative agent financial
"certain financial institutions party thereto and JPMorgan Chase Bank, N.A., as administrative agent"
An administrative agent is a bank or financial firm appointed to handle the day-to-day paperwork and communication for a group of lenders on a loan or credit agreement, acting as the central point for collecting payments, distributing funds, monitoring covenants, and sharing information. For investors, the administrative agent matters because it influences how quickly lenders receive updates, how smoothly repayments and waivers are handled, and how effectively the lending group enforces terms — think of it as a property manager coordinating tasks for multiple owners.
off-balance sheet arrangement financial
"Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant"
An off-balance sheet arrangement is a financial commitment or asset that a company keeps out of its main financial statements so it does not show up as a direct asset or liability. Think of it like renting equipment or using a separate storage locker instead of putting the item in your home: the economic effects exist, but they aren’t listed on the company’s primary balance sheet. Investors care because these arrangements can hide risks, obligations or sources of cash flow that affect a company’s true financial strength and future performance.
Item 2.03 regulatory
"Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement"
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): May 15, 2026
(Exact Name of Registrant as Specified in Charter)
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||
(Address of Principal Executive Offices) (Zip Code)
(201 ) 801-0233
(Registrant’s telephone number, including area code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425). | |||||
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12). | |||||
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)). | |||||
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)). | |||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
Class A Common Stock, $0.01 par value per share | ||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
| Emerging growth company | |||||
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
On May 15, 2026, Cognizant Technology Solutions Corporation (the “Company”) provided notice to the lenders to borrow $1 billion to be funded on May 20, 2026 under the revolving credit facility of the Credit Agreement, dated as of October 6, 2022 and as amended by Amendment No. 1 dated as of April 18, 2024, among the Company, Cognizant Worldwide Limited, certain financial institutions party thereto and JPMorgan Chase Bank, N.A., as administrative agent (the “Credit Agreement”). A description of the material terms of the Credit Agreement is set forth in Note 9 of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, which description is incorporated herein by reference. The description of the Credit Agreement does not purport to be complete and is subject to and qualified in its entirely by reference to the full text of the Credit Agreement filed as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2024.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
COGNIZANT TECHNOLOGY SOLUTIONS CORPORATION | |||||
By: | /s/ Jatin Dalal | ||||
Name: | Jatin Dalal | ||||
Title: | Chief Financial Officer | ||||
Date: May 21, 2026
FAQ
What did Cognizant (CTSH) announce in this 8-K filing?
Cognizant announced it is borrowing $1 billion under its existing revolving credit facility. The borrowing is made pursuant to a previously disclosed Credit Agreement and is scheduled to fund on May 20, 2026, adjusting the company’s short-term liquidity and debt levels.
How much is Cognizant (CTSH) drawing from its revolving credit facility?
Cognizant is drawing $1 billion from its revolving credit facility. This borrowing utilizes capacity under an existing Credit Agreement, giving the company additional cash resources while increasing outstanding debt that will carry interest and follow agreed covenant terms.
When will Cognizant’s $1 billion borrowing be funded?
The $1 billion borrowing is expected to be funded on May 20, 2026. Cognizant provided notice to lenders on May 15, 2026, using the mechanics of its established revolving credit facility under the existing Credit Agreement with participating financial institutions.
Which agreement governs Cognizant’s new $1 billion borrowing?
The borrowing is governed by Cognizant’s existing Credit Agreement dated October 6, 2022, as amended on April 18, 2024. This agreement involves Cognizant, Cognizant Worldwide Limited, various financial institutions, and JPMorgan Chase Bank, N.A. as administrative agent.
Does this 8-K create a new financing facility for Cognizant (CTSH)?
No, the company is using an existing revolving credit facility under its current Credit Agreement. The 8-K describes a decision to borrow $1 billion under that facility, rather than establishing a new loan or changing the fundamental financing structure.
Where can investors find more details on Cognizant’s Credit Agreement?
Additional details are in Note 9 of Cognizant’s Form 10-K for the year ended December 31, 2025, and in the full Credit Agreement filed as Exhibit 10.2 to its Form 10-Q for the quarter ended June 30, 2024.