Director Eric Branderiz awarded 4,171 RSUs at Cognizant (CTSH)

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

COGNIZANT TECHNOLOGY SOLUTIONS CORP director Eric Branderiz received a grant of 4,171 restricted stock units (RSUs). Each RSU represents a contingent right to receive one share of the company’s Class A Common Stock. Following the award, he holds 4,171 RSUs directly.

The RSUs will vest fully on June 2, 2027, meaning the right to receive the underlying shares is earned on that date. Branderiz has elected to defer payment of the vested RSUs, and any related dividend equivalents, until the earlier of a change in control of the company, his death or permanent disability, or the first July 1 after his termination of service other than due to death or permanent disability. This is a compensation-related acquisition rather than an open-market share purchase.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Branderiz Eric

Role null

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Units	4,171	$0.00	--

Holdings After Transaction: Restricted Stock Units — 4,171 shares (Direct, null)

Footnotes (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"). The RSUs will vest fully on June 2, 2027. The Reporting Person has elected, pursuant to the Company's Non-Employee Director Compensation Guidelines, to defer payment of such RSUs (and corresponding dividend equivalents, if any) until the first to occur of (1) a change in control, (2) the death or permanent disability of the Reporting Person, or (3) the first July 1 following the date of the Reporting Person's termination of service (other than due to death or permanent disability).

Key Figures

RSUs granted: 4,171 units Underlying shares: 4,171 shares Vesting date: June 2, 2027 +2 more

5 metrics

RSUs granted 4,171 units Restricted Stock Units granted to director Eric Branderiz

Underlying shares 4,171 shares Class A Common Stock underlying the RSUs

Vesting date June 2, 2027 Full vesting of the RSU award

Price per RSU $0.0000 Grant price; compensation award, not market purchase

Total RSUs held after grant 4,171 units Director’s RSU holdings following this transaction

Key Terms

Restricted Stock Units, Class A Common Stock, dividend equivalents, change in control, +1 more

5 terms

Restricted Stock Units financial

"Each restricted stock unit ("RSU") represents a contingent right to receive one share"

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.

Class A Common Stock financial

"one share of Class A Common Stock of Cognizant Technology Solutions Corporation"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

dividend equivalents financial

"defer payment of such RSUs (and corresponding dividend equivalents, if any)"

Payments tied to employee or contractor equity awards that mirror the cash dividends paid on the company’s stock; they give the holder the same economic benefit as owning the shares without transferring actual shares—often paid in cash or additional award units when the award becomes payable. Investors care because these payments affect a company’s compensation costs, cash flow and potential share dilution, and they signal how management is being rewarded and aligned with shareholders.

change in control financial

"until the first to occur of (1) a change in control, (2) the death"

A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.

Non-Employee Director Compensation Guidelines financial

"pursuant to the Company's Non-Employee Director Compensation Guidelines, to defer payment"

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google

Form 4 Insider Transactions: What Each Field Means →

06/04/2026 - 04:05 PM

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^*

Branderiz Eric

(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)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/02/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽¹⁾	06/02/2026		A		4,171		⁽²⁾	⁽²⁾	Class A Common Stock	4,171	$0	4,171	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. The RSUs will vest fully on June 2, 2027. The Reporting Person has elected, pursuant to the Company's Non-Employee Director Compensation Guidelines, to defer payment of such RSUs (and corresponding dividend equivalents, if any) until the first to occur of (1) a change in control, (2) the death or permanent disability of the Reporting Person, or (3) the first July 1 following the date of the Reporting Person's termination of service (other than due to death or permanent disability).

Remarks:

	/s/ Melissa Glass, on behalf of Eric Branderiz, by Power of Attorney	06/04/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What did Cognizant (CTSH) director Eric Branderiz report in this Form 4?

Eric Branderiz reported receiving 4,171 restricted stock units as compensation. Each RSU represents a contingent right to one share of Cognizant Class A Common Stock, with the full award vesting on June 2, 2027, subject to standard conditions.

How many RSUs did Eric Branderiz acquire from Cognizant (CTSH)?

He acquired 4,171 restricted stock units. These RSUs were granted at no cash cost and each unit corresponds to one share of Class A Common Stock, providing equity-based compensation linked to Cognizant’s future performance and director service.

When do Eric Branderiz’s Cognizant (CTSH) RSUs vest?

The RSUs will vest fully on June 2, 2027. Vesting means he earns the right to receive the underlying Class A Common Stock, assuming continued service and satisfaction of any applicable conditions through that vesting date.

Did Eric Branderiz buy or sell Cognizant (CTSH) shares on the market?

He did not buy or sell shares on the open market. The Form 4 reflects a grant of 4,171 restricted stock units as compensation, a non-cash equity award rather than a discretionary purchase or sale of existing Cognizant stock.

How did Eric Branderiz structure payment of his Cognizant (CTSH) RSUs?

He elected to defer payment of the RSUs and any dividend equivalents. Distribution will occur upon the earlier of a change in control, his death or permanent disability, or the first July 1 after his service terminates other than for death or permanent disability.

What does each RSU granted to Eric Branderiz by Cognizant (CTSH) represent?

Each restricted stock unit represents a contingent right to receive one share of Cognizant Class A Common Stock. Actual share delivery occurs after vesting and, in this case, after the deferred payment trigger specified in the company’s non-employee director compensation guidelines.