Cognizant (CTSH) executive Ayyar sees 848 RSUs vest, holding 112,172 shares

Rhea-AI Filing Summary

Cognizant Technology Solutions executive Balu Ganesh Ayyar reported the vesting and conversion of restricted stock units into common shares. On June 15, 2026, 848 restricted stock units converted into 848 shares of Class A common stock at no exercise price.

These shares represent 1/12th of an RSU award of 10,178 units granted on March 3, 2025 under the 2023 Incentive Award Plan, which vests quarterly over three years. Following this vesting event, Ayyar directly holds 112,172 shares of Class A common stock and 5,938 RSUs, reflecting a routine compensation-related equity vesting rather than an open-market trade.

Insider Trade Summary

848 shares exercised/converted

Mixed 2 txns

Insider Ayyar Balu Ganesh

Role President - APJ and ISG

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	848	$0.00	--
Exercise	Class A Common Stock	848	$0.00	--

Holdings After Transaction: Restricted Stock Units — 5,938 shares (Direct, null); Class A Common Stock — 112,172 shares (Direct, null)

Footnotes (1)

1. Shares of Class A Common Stock of Cognizant Technology Solutions Corporation (the "Company") received from the vesting of 1/12th of the restricted stock unit ("RSU") award granted on March 3, 2025. Each RSU represents a contingent right to receive one share of the Company's Class A Common Stock. A total of 10,178 RSUs were originally granted on March 3, 2025 under the Company's 2023 Incentive Award Plan and such originally granted amount began vesting in quarterly installments over three years, commencing June 15, 2025, with 1/12th of such RSUs vesting on each quarterly vesting date so that such RSUs will be fully vested on the twelfth quarterly vesting date (March 15, 2028).

Key Figures

RSUs converted: 848 shares Common shares held: 112,172 shares RSUs remaining: 5,938 units +3 more

6 metrics

RSUs converted 848 shares RSUs vested and converted on June 15, 2026

Common shares held 112,172 shares Class A common stock held after transaction

RSUs remaining 5,938 units Restricted stock units outstanding after vesting

Original RSU grant 10,178 units Granted March 3, 2025 under 2023 Incentive Award Plan

Vesting fraction 1/12th Portion of RSU grant vesting on each quarterly date

Vesting period end March 15, 2028 Date when RSU grant becomes fully vested

Key Terms

Restricted Stock Units, 2023 Incentive Award Plan, vesting, contingent right

4 terms

Restricted Stock Units financial

"security_title": "Restricted Stock Units""

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.

2023 Incentive Award Plan financial

"originally granted on March 3, 2025 under the Company's 2023 Incentive Award Plan"

vesting financial

"such originally granted amount began vesting in quarterly installments over three years"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

contingent right financial

"Each RSU represents a contingent right to receive one share"

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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^*

Ayyar Balu Ganesh

(Last) (First) (Middle)

C/O COGNIZANT TECHNOLOGY SOLUTIONS CORP.

300 FRANK W. BURR BLVD., STE. 36, 6 FL.

(Street)

TEANECK NEW JERSEY 07666

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
COGNIZANT TECHNOLOGY SOLUTIONS CORP [ CTSH ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President - APJ and ISG

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/15/2026

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
Class A Common Stock	06/15/2026		M		848(1)	A	(2)	112,172	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
Restricted Stock Units	(2)	06/15/2026		M			848	(3)	(3)	Class A Common Stock	848	$0	5,938	D

Explanation of Responses:

1. Shares of Class A Common Stock of Cognizant Technology Solutions Corporation (the "Company") received from the vesting of 1/12th of the restricted stock unit ("RSU") award granted on March 3, 2025.

2. Each RSU represents a contingent right to receive one share of the Company's Class A Common Stock.

3. A total of 10,178 RSUs were originally granted on March 3, 2025 under the Company's 2023 Incentive Award Plan and such originally granted amount began vesting in quarterly installments over three years, commencing June 15, 2025, with 1/12th of such RSUs vesting on each quarterly vesting date so that such RSUs will be fully vested on the twelfth quarterly vesting date (March 15, 2028).

Remarks:

	/s/ Melissa Glass, on behalf of Balu Ganesh Ayyar, by Power of Attorney	06/17/2026
	** 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)

FAQ

What did Cognizant (CTSH) executive Balu Ganesh Ayyar report in this Form 4?

Ayyar reported the vesting and conversion of 848 restricted stock units into 848 shares of Class A common stock. The transaction reflects routine equity compensation vesting, with no open-market buying or selling, under Cognizant’s 2023 Incentive Award Plan.

How many Cognizant (CTSH) shares does Balu Ganesh Ayyar hold after this transaction?

After the June 15, 2026 vesting, Ayyar directly holds 112,172 shares of Cognizant Class A common stock. He also retains 5,938 restricted stock units, which represent additional potential future share deliveries as they vest over time under the existing award schedule.

What is the size and vesting schedule of Ayyar’s RSU grant at Cognizant (CTSH)?

Ayyar originally received 10,178 restricted stock units on March 3, 2025. The award vests in 12 equal quarterly installments, beginning June 15, 2025, with 1/12th vesting each quarter so the grant becomes fully vested on March 15, 2028.

Was there any open-market buying or selling of Cognizant (CTSH) shares in this Form 4?

No, the Form 4 shows an exercise or conversion of derivative securities, specifically restricted stock units, into common shares at a zero exercise price. It does not report any open-market purchases or sales of Cognizant stock by Ayyar on that date.

How are Ayyar’s Cognizant (CTSH) restricted stock units structured?

Each restricted stock unit represents a contingent right to receive one share of Cognizant’s Class A common stock. Units vest in scheduled quarterly installments, and upon vesting, they convert into an equivalent number of shares delivered to the executive as equity compensation.