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Cognizant (CTSH) CFO Jatin Dalal sells 12,000 shares in Rule 10b5-1 plan

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Form Type
4

Rhea-AI Filing Summary

COGNIZANT TECHNOLOGY SOLUTIONS CORP Chief Financial Officer Jatin P. Dalal sold 12,000 shares of Class A Common Stock on August 3, 2026 at a weighted average price of $55.764 per share, in open-market transactions under a Rule 10b5-1 trading plan adopted on May 1, 2026. After these sales, he directly holds 46,111 shares.

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Insider Dalal Jatin P
Role Chief Financial Officer
Sold 12,000 shs ($669K)
Type Security Shares Price Value
Sale Class A Common Stock F1, F2 12,000 $55.764 $669K
Holdings After Transaction: Class A Common Stock — 46,111 shares (Direct)
Footnotes (2)
  1. F1. The sales reported on this Form 4 were executed pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 1, 2026.
  2. F2. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $55.16 to $57.18, inclusive. The reporting person undertakes to provide to Cognizant Technology Solutions Corporation (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4.
Shares Sold 12,000 shares Class A Common Stock sold by CFO on August 3, 2026
Weighted Average Sale Price $55.764 per share Average price across reported sale transactions
Price Range $55.16 to $57.18 per share Range of individual transaction prices for the 12,000 shares sold
Shares Held After Transaction 46,111 shares Direct Class A Common Stock holdings of CFO after sale
Rule 10b5-1 Plan Adoption Date May 1, 2026 Date CFO adopted the trading plan used for these sales
Rule 10b5-1 trading plan regulatory
"The sales reported ... were executed pursuant to a Rule 10b5-1 trading plan"
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.
weighted average price financial
"The price reported is a weighted average price. These shares were sold"
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
Class A Common Stock financial
"security_title: Class A Common Stock reported for the sale"
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.

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

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FAQ

What insider transaction did Cognizant (CTSH) disclose for CFO Jatin P. Dalal?

Cognizant (CTSH) disclosed that CFO Jatin P. Dalal sold 12,000 shares of Class A Common Stock on August 3, 2026. The sale was reported on Form 4 and executed in open-market transactions under a pre-established Rule 10b5-1 trading plan.

At what prices did the Cognizant (CTSH) CFO sell his shares?

The reported weighted average sale price was $55.764 per share. Individual trades occurred at prices ranging from $55.16 to $57.18 per share, with the exact breakdown of shares at each price available upon request from Cognizant or the SEC staff.

How many Cognizant (CTSH) shares does the CFO hold after this sale?

After selling 12,000 shares, Cognizant (CTSH) CFO Jatin P. Dalal directly holds 46,111 shares of Class A Common Stock. This post-transaction ownership figure is reported in the Form 4 and reflects his remaining direct holdings following the August 3, 2026 sale.

Was the Cognizant (CTSH) CFO’s share sale under a Rule 10b5-1 plan?

Yes. The Form 4 states the sales were executed under a Rule 10b5-1 trading plan adopted on May 1, 2026. Such plans allow insiders to pre-schedule trades, providing a structured framework for selling shares over time.

What type of security did the Cognizant (CTSH) CFO sell in this transaction?

The transaction involved Class A Common Stock of Cognizant (CTSH). The Form 4 reports a non-derivative sale, meaning it relates to actual shares of common stock rather than options or other derivative securities.
SEC Form 4
FORM 4UNITED 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).
X
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*
Dalal Jatin P

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/03/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class A Common Stock08/03/2026S(1)12,000D$55.764(2)46,111D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The sales reported on this Form 4 were executed pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 1, 2026.
2. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $55.16 to $57.18, inclusive. The reporting person undertakes to provide to Cognizant Technology Solutions Corporation (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4.
Remarks:
/s/ Melissa Glass, on behalf of Jatin P. Dalal, by Power of Attorney08/05/2026
** Signature of Reporting PersonDate
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)