Cognizant SVP sells shares after RSU vesting
Cognizant Technology Solutions SVP, Controller & CAO Alina Kerdman reported routine equity compensation activity and a small open-market sale.
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Form Type
4
Rhea-AI Filing Summary
Cognizant Technology Solutions SVP, Controller & CAO Alina Kerdman reported routine equity compensation activity and a small open-market sale. She exercised 207 restricted stock units (RSUs), receiving the same number of Class A Common shares as part of a vesting installment from an award granted on July 1, 2025.
Of these shares, 68 were withheld to cover taxes and 137 were sold at $39.82 per share in an open-market transaction executed under a pre-arranged Rule 10b5-1 trading plan. Following these transactions, she holds 992 Class A Common shares directly and 830 RSUs that remain outstanding from the original 1,864-unit grant.
Insider Trade Summary 10b5-1
Exercise and sale activity reported; no spread calculated
Exercise and Sale
4 txns
Insider
Kerdman Alina
Role
SVP, Controller & CAO
Sold
137 shs ($5K)
Approx. gross sale proceeds
$5K
Approx. exercise cost
$0.00
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units | 207 | $0.00 | $0.00 |
| Exercise | Class A Common Stock | 207 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Class A Common Stock | 68 | $38.73 | $3K |
| Sale | Class A Common Stock | 137 | $39.82 | $5K |
Holdings After Transaction:
Restricted Stock Units — 830 contracts (Direct);
Class A Common Stock — 992 shares (Direct)
Footnotes (5)
- F1. Shares of Class A Common Stock of Cognizant Technology Solutions Corporation (the "Company") received from the vesting of 2/3rds of 1/6th of the restricted stock unit ("RSU") award granted on July 1, 2025.
- F2. Each RSU represents a contingent right to receive one share of the Company's Class A Common Stock.
- F3. Shares of the Company's Class A Common Stock withheld to pay applicable taxes.
- F4. The sales reported on this Form 4 were executed pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 19, 2025.
- F5. A total of 1,864 RSUs were originally granted on July 1, 2025 under the Company's 2023 Incentive Award Plan and such originally granted amount began vesting in ten successive quarterly installments, commencing on October 1, 2025, with (i) 1/6th of such RSUs vesting on the first two vesting dates; (ii) 2/3rds of 1/6th of such RSUs vesting on each of the four successive vesting dates; (iii) 1/3rd of 1/6th of such RSUs vesting on each of the three successive vesting dates; and (iv) the remainder of such RSUs vesting on the tenth vesting date (January 1, 2028).
Key Figures
Shares sold: 137 shares
Sale price: $39.82/share
Tax withholding shares: 68 shares
+4 more
7 metrics
Shares sold
137 shares
Class A Common Stock sold at $39.82 on July 1, 2026
Sale price
$39.82/share
Open-market sale of 137 shares
Tax withholding shares
68 shares
Shares withheld to pay applicable taxes
RSUs vested and exercised
207 RSUs/shares
RSUs converted into Class A Common Stock on July 1, 2026
Shares held after transactions
992 shares
Direct holdings of Class A Common Stock following transactions
Outstanding RSUs after transactions
830 RSUs
Unvested/remaining units from the original grant
Original RSU grant size
1,864 RSUs
Granted July 1, 2025 under 2023 Incentive Award Plan
Key Terms
Restricted Stock Units, Rule 10b5-1 trading plan, tax-withholding disposition, derivative security, +1 more
5 terms
Restricted Stock Units financial
"Shares of Class A Common Stock of Cognizant Technology Solutions Corporation received from the vesting of 2/3rds of 1/6th of the restricted stock unit ("RSU") 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.
Rule 10b5-1 trading plan regulatory
"The sales reported on this Form 4 were executed pursuant to a Rule 10b5-1 trading plan adopted by the reporting person"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
tax-withholding disposition financial
"Payment of exercise price or tax liability by delivering securities"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
derivative security financial
"Exercise or conversion of derivative security"
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
Incentive Award Plan financial
"granted on July 1, 2025 under the Company's 2023 Incentive Award Plan"
An incentive award plan is a formal program that rewards employees, executives, or directors with cash, stock, options, or other pay when the company meets set goals or performance targets. Like a sales commission or a loyalty program that pays out when you hit milestones, it’s designed to align staff behavior with company objectives; investors care because it affects a company’s costs, share count (dilution), leadership incentives, and long-term value creation.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did Cognizant (CTSH) executive Alina Kerdman report in this Form 4?
Alina Kerdman reported RSU vesting, tax withholding, and a small share sale. She exercised 207 RSUs into Class A shares, had 68 shares withheld for taxes, and sold 137 shares in the open market under a Rule 10b5-1 trading plan.
What RSU activity did the Cognizant (CTSH) Form 4 disclose for Alina Kerdman?
The filing shows 207 RSUs vested and converted into the same number of Class A shares. These RSUs are part of an original grant of 1,864 units that vests in ten quarterly installments under Cognizant’s 2023 Incentive Award Plan.
AI-generated analysis. How Rhea-AI works. Not financial advice.
