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Cognizant (CTSH) awards RSUs and PSUs to CLO and CAO Kim

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Kim John Sunshin reported acquisition or exercise transactions in this Form 4 filing.

Cognizant Technology Solutions granted equity awards to its Chief Legal Officer, Chief Accounting Officer and Corporate Secretary, John Sunshin Kim. He received 26,903 restricted stock units (RSUs) that vest in twelve equal quarterly installments starting on June 1, 2026 and fully vesting by March 1, 2029.

An additional 3,261 RSUs were granted with a more staggered quarterly vesting schedule, also running through March 1, 2029. Kim was also credited with 10,972 performance stock units (PSUs) from an award originally granted on March 6, 2023, after the company’s Compensation and Human Capital Committee determined that approximately 57% of the performance criteria were met. These PSUs are scheduled to vest and settle in Class A common stock on March 15, 2026, if he remains in service through that date.

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Insider Kim John Sunshin
Role CLO, CAO & Corporate Secretary
Type Security Shares Price Value
Grant/Award Restricted Stock Units 26,903 $0.00 --
Grant/Award Restricted Stock Units 3,261 $0.00 --
Grant/Award Performance Stock Units 10,972 $0.00 --
Holdings After Transaction: Restricted Stock Units — 26,903 shares (Direct); Performance Stock Units — 10,972 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 26,903 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). A total of 3,261 RSUs were granted on February 25, 2026 under the Company's 2023 Incentive Award Plan and will vest in twelve successive quarterly installments, with (i) 1/8th of such RSUs vesting on each of June 1, 2026 and the next three quarterly anniversaries of such date; (ii) 2/3rds of 1/8th of such RSUs vesting on each of the following four quarterly anniversaries of such date; (iii) 1/3rd of 1/8th of such RSUs vesting on each of the following three quarterly anniversaries of such date; and (iv) the remainder of such RSUs vesting on the eleventh quarterly anniversary of such 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 19,166 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.
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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*
Kim John Sunshin
(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)
CLO, CAO & Corporate Secretary
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 26,903 (2) (2) Class A Common Stock 26,903 $0 26,903 D
Restricted Stock Units (1) 02/25/2026 A 3,261 (3) (3) Class A Common Stock 3,261 $0 3,261 D
Performance Stock Units (4) 02/25/2026 A 10,972 (5) (5) Class A Common Stock 10,972 $0 10,972 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 26,903 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. A total of 3,261 RSUs were granted on February 25, 2026 under the Company's 2023 Incentive Award Plan and will vest in twelve successive quarterly installments, with (i) 1/8th of such RSUs vesting on each of June 1, 2026 and the next three quarterly anniversaries of such date; (ii) 2/3rds of 1/8th of such RSUs vesting on each of the following four quarterly anniversaries of such date; (iii) 1/3rd of 1/8th of such RSUs vesting on each of the following three quarterly anniversaries of such date; and (iv) the remainder of such RSUs vesting on the eleventh quarterly anniversary of such date (March 1, 2029).
4. Each performance-based stock unit ("PSU") represents a contingent right to receive one share of Class A Common Stock of the Company.
5. Represents a portion of the 19,166 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 John Kim, 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.
* 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.

Source: View Original Filing on SEC EDGAR

FAQ

What equity awards did Cognizant (CTSH) grant to John Sunshin Kim?

Cognizant granted John Sunshin Kim RSUs and PSUs as part of his compensation. He received 26,903 RSUs, 3,261 additional RSUs, and 10,972 performance stock units, each representing one share of Class A common stock upon vesting and settlement.

How do the 26,903 RSUs for Cognizant (CTSH) executive John Sunshin Kim vest?

The 26,903 RSUs vest in twelve successive quarterly installments. One-twelfth vests on June 1, 2026, with additional installments on each quarterly anniversary, so the award becomes fully vested on the twelfth vesting date, March 1, 2029, assuming continued service.

What is the vesting schedule for the additional 3,261 RSUs at Cognizant (CTSH)?

The 3,261 RSUs vest over twelve quarterly dates with varying fractions each quarter. Larger fractions vest in the earlier quarters and smaller fractions later, with the remaining balance vesting on the eleventh quarterly anniversary, ending on March 1, 2029, subject to continued service.

What are Cognizant (CTSH) performance stock units granted to John Sunshin Kim?

The 10,972 PSUs stem from a 19,166-unit award originally granted March 6, 2023. Cognizant’s Compensation and Human Capital Committee determined about 57% of performance goals were satisfied, so this portion will vest and settle in stock on March 15, 2026, if service continues.

When will John Sunshin Kim’s Cognizant (CTSH) PSUs vest and settle?

The portion of the PSU award totaling 10,972 units will vest and settle in Cognizant Class A common stock on March 15, 2026. This occurs only if John Sunshin Kim remains in the company’s service through that vesting and settlement date.

What does each RSU and PSU represent in the Cognizant (CTSH) awards?

Each RSU and PSU represents a contingent right to receive one share of Cognizant Class A common stock. Delivery of shares depends on the applicable vesting schedule and, for PSUs, on satisfaction of performance criteria and continued employment through the settlement date.