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Cognizant (NASDAQ: CTSH) CEO receives new RSU and PSU awards

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Singisetti Ravi Kumar reported acquisition or exercise transactions in this Form 4 filing.

Cognizant Technology Solutions reported new equity awards for Chief Executive Officer Ravi Kumar Singisetti. He received 117,397 restricted stock units and 63,093 performance stock units, each representing the right to receive one share of Class A common stock.

The 117,397 RSUs were granted under the 2023 Incentive Award Plan on February 25, 2026 and will vest in twelve quarterly installments, with 1/12 vesting starting June 1, 2026 and continuing until March 1, 2029. The 63,093 PSUs relate to a 2023 grant where the compensation committee determined that approximately 57% of the performance criteria were met; these PSUs are scheduled to vest and settle in shares on March 15, 2026 if the CEO remains in service.

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Insider Singisetti Ravi Kumar
Role Chief Executive Officer
Type Security Shares Price Value
Grant/Award Restricted Stock Units 117,397 $0.00 --
Grant/Award Performance Stock Units 63,093 $0.00 --
Holdings After Transaction: Restricted Stock Units — 117,397 shares (Direct); Performance Stock Units — 63,093 shares (Direct)
Footnotes (1)
  1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of Class A Common Stock of Cognizant Technology Solutions Corporation (the "Company"). A total of 117,397 RSUs were granted on February 25, 2026, under the Company's 2023 Incentive Award Plan and will vest in twelve successive quarterly installments, with 1/12th of such RSUs first vesting on June 1, 2026, and each quarterly anniversary of such date so that such RSUs will be fully vested on the twelfth quarterly vesting date (March 1, 2029). Each performance-based stock unit ("PSU") represents a contingent right to receive one share of Class A Common Stock of the Company. Represents a portion of the 110,206 PSUs (a) that were originally granted on March 6, 2023, pursuant to the Company's 2017 Incentive Award Plan and (b) for which the Company's Compensation and Human Capital Committee (the "Committee") determined, on February 25, 2026, that approximately 57% of the related performance criteria had been satisfied. In accordance with the award agreement, in light of the Committee's determination regarding the satisfaction of performance criteria, the portion of the award shown in Table II above will vest and settle in Class A Common Stock of the Company on March 15, 2026, provided that the Reporting Person remains in the Company's service through such date.
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Form 4 Insider Transactions: What Each Field Means →
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*
Singisetti Ravi Kumar
(Last) (First) (Middle)
C/O COGNIZANT TECHNOLOGY SOLUTIONS CORP.
300 FRANK W. BURR BLVD., STE. 36, 6 FL
(Street)
TEANECK NJ 07666
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
COGNIZANT TECHNOLOGY SOLUTIONS CORP [ CTSH ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
02/25/2026
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
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
Restricted Stock Units (1) 02/25/2026 A 117,397 (2) (2) Class A Common Stock 117,397 $0 117,397 D
Performance Stock Units (3) 02/25/2026 A 63,093 (4) (4) Class A Common Stock 63,093 $0 63,093 D
Explanation of Responses:
1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of Class A Common Stock of Cognizant Technology Solutions Corporation (the "Company").
2. A total of 117,397 RSUs were granted on February 25, 2026, under the Company's 2023 Incentive Award Plan and will vest in twelve successive quarterly installments, with 1/12th of such RSUs first vesting on June 1, 2026, and each quarterly anniversary of such date so that such RSUs will be fully vested on the twelfth quarterly vesting date (March 1, 2029).
3. Each performance-based stock unit ("PSU") represents a contingent right to receive one share of Class A Common Stock of the Company.
4. Represents a portion of the 110,206 PSUs (a) that were originally granted on March 6, 2023, pursuant to the Company's 2017 Incentive Award Plan and (b) for which the Company's Compensation and Human Capital Committee (the "Committee") determined, on February 25, 2026, that approximately 57% of the related performance criteria had been satisfied. In accordance with the award agreement, in light of the Committee's determination regarding the satisfaction of performance criteria, the portion of the award shown in Table II above will vest and settle in Class A Common Stock of the Company on March 15, 2026, provided that the Reporting Person remains in the Company's service through such date.
Remarks:
/s/ Melissa Glass, on behalf of Ravi Kumar Singisetti, by Power of Attorney 02/27/2026
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What equity awards did Cognizant (CTSH) CEO Ravi Kumar Singisetti receive?

Cognizant’s CEO received 117,397 restricted stock units and 63,093 performance stock units. Each unit represents a contingent right to one share of Class A common stock, aligning his compensation with long-term company performance and future share price outcomes over specified vesting periods.

How do the new RSUs for Cognizant (CTSH) CEO vest over time?

The 117,397 RSUs vest in twelve quarterly installments beginning June 1, 2026. One-twelfth of the grant vests each quarter, with final vesting scheduled for March 1, 2029, encouraging multi-year leadership retention and continued service through the entire vesting schedule.

What performance condition applies to the 63,093 PSUs reported for CTSH’s CEO?

The 63,093 PSUs reflect a portion of a March 6, 2023 award for which the compensation committee determined about 57% of performance goals were achieved. This portion will vest and settle in Class A shares on March 15, 2026 if the CEO remains in service.

When were the new equity awards to Cognizant (CTSH) CEO granted and evaluated?

The RSUs were granted on February 25, 2026 under the 2023 Incentive Award Plan. On the same date, Cognizant’s compensation and human capital committee evaluated a 2023 PSU grant and determined approximately 57% of related performance criteria had been satisfied for the reported PSU portion.

What plan governs the RSU and PSU awards for Cognizant (CTSH) CEO?

The 117,397 RSUs were issued under Cognizant’s 2023 Incentive Award Plan. The 63,093 PSUs come from an original March 6, 2023 grant made under the 2017 Incentive Award Plan, reflecting separate long-term equity programs used for executive compensation.