Cognizant director Velli gains 2,919 shares via RSUs
COGNIZANT TECHNOLOGY SOLUTIONS CORP director Joseph M. Velli reported routine equity compensation activity.
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Form Type
4
Rhea-AI Filing Summary
COGNIZANT TECHNOLOGY SOLUTIONS CORP director Joseph M. Velli reported routine equity compensation activity. On June 3, 2,919 shares of Class A Common Stock were received upon full vesting of a prior restricted stock unit (RSU) award and related dividend-equivalent RSUs. A small 0.6262 fractional share was settled in cash and the corresponding fractional RSU canceled. On June 2, Velli also received a new grant of 4,171 RSUs that will vest fully on June 2, 2027. Following these transactions, he directly holds 29,719 shares of Class A Common Stock.
Insider Trade Summary
2,919 shares exercised/converted
Exercise
4 txns
Insider
VELLI JOSEPH M
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units | 2,919 | $0.00 | $0.00 |
| Disposition | Restricted Stock Units | 0.6262 | $55.14 | $34.53 |
| Exercise | Class A Common Stock | 2,919 | $0.00 | $0.00 |
| Grant/Award | Restricted Stock Units | 4,171 | $0.00 | $0.00 |
Holdings After Transaction:
Restricted Stock Units — 4,171 contracts (Direct);
Class A Common Stock — 29,719 shares (Direct)
Footnotes (5)
- F1. Shares of Class A Common Stock of Cognizant Technology Solutions Corporation (the "Company") received in connection with the vesting of 100% of the restricted stock unit ("RSU") award granted on June 3, 2025, and the related RSUs received pursuant to dividend equivalent rights; provided, however, that the reporting person was only entitled to receive whole shares and the fractional share related thereto was disposed of separately.
- F2. Each RSU represents a contingent right to receive one share of the Company's Class A Common Stock.
- F3. The RSUs will vest fully on June 2, 2027.
- F4. 2,863 of the RSUs were originally granted on June 3, 2025, under the Company's 2023 Incentive Award Plan (the "Plan") and subsequent RSUs were granted pursuant to dividend equivalent rights. The original RSUs and the related RSUs received pursuant to dividend equivalent rights vested fully on June 3, 2026.
- F5. Represents the payment of cash in lieu of a fractional share related to the RSUs described above in accordance with the Plan and the cancellation of the corresponding fractional RSU.
Key Figures
Shares received from RSU vesting: 2,919 shares
New RSU grant: 4,171 RSUs
Shares held after transactions: 29,719 shares
+2 more
5 metrics
Shares received from RSU vesting
2,919 shares
Class A Common Stock received June 3, 2026 from RSU vesting
New RSU grant
4,171 RSUs
Granted June 2, 2026; will vest fully on June 2, 2027
Shares held after transactions
29,719 shares
Total direct Class A Common Stock holdings after June 3, 2026
Fractional RSU disposed
0.6262 RSUs
Fractional share settled in cash and corresponding RSU canceled
Price used for fractional share
$55.14 per share
Transaction price per share for 0.6262 RSUs disposition
Key Terms
Restricted Stock Units, dividend equivalent rights, contingent right, Incentive Award Plan, +1 more
5 terms
Restricted Stock Units financial
"Shares of Class A Common Stock ... received in connection with the vesting of 100% 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.
dividend equivalent rights financial
"and the related RSUs received pursuant to dividend equivalent rights; provided, however, that the reporting person..."
Dividend equivalent rights are promises that mirror the cash payments shareholders get from a company’s profits, but they are paid to holders of certain awards (like stock options or restricted stock units) rather than to actual shares. Think of them as a paycheck top‑up that matches dividends while the award is not yet a real stock, and they matter to investors because they add to employee compensation costs and potential share dilution, affecting company profitability and per‑share value.
contingent right financial
"Each RSU represents a contingent right to receive one share of the Company's Class A Common Stock."
Incentive Award Plan financial
"2,863 of the RSUs were originally granted on June 3, 2025, under the Company's 2023 Incentive Award Plan (the "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 insider transactions did CTSH director Joseph M. Velli report?
Joseph M. Velli reported vesting of RSUs into 2,919 Cognizant Class A shares and a new grant of 4,171 RSUs. These were compensation-related equity awards, not open-market stock purchases or sales, and adjusted his direct holdings and unvested RSU balance.
What RSU grant did Joseph M. Velli receive from Cognizant (CTSH) on June 2, 2026?
On June 2, 2026, Joseph M. Velli received a grant of 4,171 restricted stock units (RSUs) tied to Cognizant Class A Common Stock. Footnotes state these RSUs will vest fully on June 2, 2027, under the company’s 2023 Incentive Award Plan.
What RSU award vested for Cognizant (CTSH) director Joseph M. Velli on June 3, 2026?
An RSU award originally granted on June 3, 2025, plus additional RSUs from dividend equivalent rights, vested fully on June 3, 2026. This vesting delivered 2,919 Cognizant Class A shares to Joseph M. Velli, with a fractional component handled separately in cash.
Were Joseph M. Velli’s Cognizant (CTSH) Form 4 transactions open-market trades?
No, the transactions involved RSU grants, vesting, and a fractional share cash settlement with Cognizant. Codes A, M, and D and the footnotes show these are equity compensation and administrative adjustments, not open-market buying or selling of shares.
AI-generated analysis. How Rhea-AI works. Not financial advice.
