Cognizant (NASDAQ: CTSH) awards RSUs and PSUs to executive Ayyar

Rhea-AI Filing Summary

Ayyar Balu Ganesh reported acquisition or exercise transactions in this Form 4 filing.

COGNIZANT TECHNOLOGY SOLUTIONS CORP granted President – APJ and ISG Balu Ganesh Ayyar 13,859 restricted stock units (RSUs) on February 25, 2026 under the 2023 Incentive Award Plan. Each RSU represents a contingent right to receive one share of Class A common stock.

The 13,859 RSUs vest in twelve quarterly installments, with one‑twelfth first vesting on June 1, 2026 and the remainder vesting on each quarterly anniversary, finishing on March 1, 2029. The filing also notes that a portion of 13,576 performance stock units (PSUs) granted in 2023 will vest after approximately 57% of performance criteria were determined to be satisfied, subject to continued service through March 15, 2026.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Ayyar Balu Ganesh

Role President - APJ and ISG

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Units	13,859	$0.00	--
Grant/Award	Performance Stock Units	7.771	$0.00	--

Holdings After Transaction: Restricted Stock Units — 13,859 shares (Direct); Performance Stock Units — 7,771 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 13,859 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 13,576 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.

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
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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 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)

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

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		13,859		(2)	(2)	Class A Common Stock	13,859	$0	13,859	D
Performance Stock Units	(3)	02/25/2026		A		7.771		(4)	(4)	Class A Common Stock	7.771	$0	7,771	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 13,859 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 13,576 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 Balu Ganesh Ayyar, 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.
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FAQ

What equity awards did CTSH grant to Balu Ganesh Ayyar?

CTSH granted 13,859 restricted stock units to President – APJ and ISG Balu Ganesh Ayyar. Each RSU equals one share of Class A common stock, awarded under Cognizant’s 2023 Incentive Award Plan as part of his equity compensation package.

How do the new CTSH restricted stock units for Balu Ayyar vest?

The 13,859 RSUs vest in twelve quarterly installments starting June 1, 2026. One‑twelfth of the award vests on that date and on each quarterly anniversary, so the RSUs become fully vested by March 1, 2029.

What are the performance stock units mentioned in the CTSH Form 4?

The filing references 13,576 performance stock units granted March 6, 2023. Each PSU entitles the holder to one share of Class A common stock, contingent on meeting performance criteria set under Cognizant’s 2017 Incentive Award Plan.

How much of Balu Ayyar’s CTSH performance stock unit award met performance criteria?

Approximately 57% of the performance criteria tied to the 13,576 PSUs were determined satisfied on February 25, 2026. Based on that determination, a portion of the award will vest and settle in Class A common stock.

When will the vested CTSH performance stock units for Balu Ayyar settle?

The portion of performance stock units linked to satisfied criteria will vest and settle in Class A common stock on March 15, 2026. Settlement is conditioned on Balu Ganesh Ayyar remaining in Cognizant’s service through that date.