Cognizant CAO vests 200 RSUs; 66 shares withheld

CTSH’s SVP, Controller & CAO reported routine RSU vesting and related tax withholding from a 2025 equity award.

Rhea-AI Filing Summary

COGNIZANT TECHNOLOGY SOLUTIONS CORP (CTSH) reported that Alina Kerdman, SVP, Controller & CAO, exercised 200 restricted stock units into 200 shares of Class A Common Stock on September 15, 2026, as part of a scheduled vesting of a March 3, 2025 RSU grant. Of these shares, 66 were withheld at $64.10 per share to pay applicable taxes, leaving a net 134 vested shares. After this vesting, Kerdman holds 1,197 RSUs from this award, which continues to vest quarterly through March 15, 2028. No Rule 10b5-1 trading plan is reported for these transactions.

Insider Trade Summary

200 shares exercised/converted

Exercise 3 txns

Insider Kerdman Alina

Role SVP, Controller & CAO

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units F2, F4	200	$0.00	$0.00
Exercise	Class A Common Stock F1, F2	200	--	--
Tax Withholding	Class A Common Stock F3	66	$64.10	$4K

Holdings After Transaction: Restricted Stock Units — 1,197 contracts (Direct); Class A Common Stock — 1,263 shares (Direct)

Footnotes (4)

1. F1. 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. F2. Each RSU represents a contingent right to receive one share of the Company's Class A Common Stock.
3. F3. Shares of the Company's Class A Common Stock withheld to pay applicable taxes.
4. F4. A total of 2,394 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 on 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 exercised: 200 shares Common shares received from vesting: 200 shares Shares withheld for taxes: 66 shares +4 more

7 metrics

RSUs exercised 200 shares Restricted Stock Units converted into Class A Common Stock on September 15, 2026

Common shares received from vesting 200 shares Shares of Class A Common Stock received from vesting of 1/12th of RSU award granted March 3, 2025

Shares withheld for taxes 66 shares Shares of Class A Common Stock withheld to pay applicable taxes on September 15, 2026

Tax withholding price $64.10 per share Price used for shares withheld to pay applicable taxes

Original RSU grant size 2,394 RSUs RSUs originally granted on March 3, 2025 under the 2023 Incentive Award Plan

Remaining RSUs after transaction 1,197 RSUs RSUs reported as remaining following the September 15, 2026 vesting

Vesting schedule length 12 quarterly installments RSUs vest quarterly from June 15, 2025, fully vested by March 15, 2028

Key Terms

Restricted Stock Units, Class A Common Stock, 2023 Incentive Award Plan, withheld to pay applicable taxes

4 terms

Restricted Stock Units financial

"Shares of Class A Common Stock received from the vesting of 1/12th of the restricted stock unit award"

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

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

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.

2023 Incentive Award Plan financial

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

withheld to pay applicable taxes financial

"Shares of the Company's Class A Common Stock withheld to pay applicable taxes"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did CTSH executive Alina Kerdman report on this Form 4?

Alina Kerdman reported the vesting and exercise of 200 RSUs into 200 shares of Cognizant Class A Common Stock on September 15, 2026, along with share withholding to cover taxes associated with that vesting event.

How many CTSH shares were withheld for taxes in Alina Kerdman’s September 2026 transaction?

The filing shows that 66 shares of Cognizant Class A Common Stock were withheld to pay applicable taxes, at a reported price of $64.10 per share, in connection with the vesting of restricted stock units.

What RSU award is vesting for CTSH executive Alina Kerdman?

Kerdman’s transactions relate to an RSU award of 2,394 RSUs originally granted on March 3, 2025 under Cognizant’s 2023 Incentive Award Plan, which began vesting in quarterly installments on June 15, 2025 and continues over three years.

How many restricted stock units remain for Alina Kerdman after this CTSH vesting event?

After the September 15, 2026 vesting and conversion of 200 RSUs, Alina Kerdman has 1,197 RSUs reported as remaining from this RSU award, continuing to vest through the twelfth quarterly vesting date on March 15, 2028.

Was a Rule 10b5-1 trading plan used for Alina Kerdman’s CTSH transactions?

No. The filing indicates that no Rule 10b5-1 trading plan is reported for these September 15, 2026 transactions, meaning they are not identified as being executed under a pre-arranged trading plan.

What does each RSU represent in Alina Kerdman’s CTSH award?

Each restricted stock unit in this award represents a contingent right to receive one share of Cognizant’s Class A Common Stock, according to the footnotes describing the RSU terms in the Form 4 filing.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/17/2026 - 04:05 PM Accepted by SEC EDGAR 09/17/2026 - 04:05 PM Learn about SEC filing dates

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^*

Kerdman Alina

(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)
	SVP, Controller & CAO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2026

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	09/15/2026		M		200(1)	A	(2)	1,329	D
Class A Common Stock	09/15/2026		F		66(3)	D	$64.1	1,263	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)	09/15/2026		M			200	(4)	(4)	Class A Common Stock	200	$0	1,197	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. Shares of the Company's Class A Common Stock withheld to pay applicable taxes.

4. A total of 2,394 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 on 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 Alina Kerdman, by Power of Attorney	09/17/2026
	** 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)