Cognizant (CTSH) SVP trades shares after RSU vesting and tax withholding

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Form Type

Rhea-AI Filing Summary

COGNIZANT TECHNOLOGY SOLUTIONS CORP senior executive Alina Kerdman reported RSU vesting, related tax withholding, and a small open-market share sale. On March 15, 200 restricted stock units converted into 200 shares of Class A Common Stock at a $0.00 exercise price as part of a March 3, 2025 RSU award.

Also on March 15, 67 shares were withheld at $60.37 per share to cover applicable taxes, a non-market disposition. On March 16, she sold 131 shares in an open-market transaction at $60.78 per share under a Rule 10b5-1 trading plan. After these transactions, she held 627 shares of Class A Common Stock directly, and the underlying RSU grant of 2,394 units continues to vest quarterly through March 15, 2028.

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 131 shs ($8K)

Approx. gross sale proceeds $8K

Approx. exercise cost $0.00

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	131	$60.78	$8K
Exercise	Restricted Stock Units	200	$0.00	$0.00
Exercise	Class A Common Stock	200	$0.00	$0.00
Exercise Price or Tax Liability	Class A Common Stock	67	$60.37	$4K

Holdings After Transaction: Restricted Stock Units — 1,596 shares (Direct); Class A Common Stock — 627 shares (Direct)

Footnotes (5)

F1. Shares of Class A Common Stock of Cognizant Technology Solutions Corporation (the "Company") received from the vesting of 1/12th of the restricted stock unit ("RSU") award granted on March 3, 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 2,394 RSUs were originally granted on March 3, 2025 under the Company's 2023 Incentive Award Plan and such originally granted amount began vesting in quarterly installments over three years, commencing on June 15, 2025, with 1/12th of such RSUs vesting on each quarterly vesting date so that such RSUs will be fully vested on the twelfth quarterly vesting date (March 15, 2028).

FAQ

What did Alina Kerdman report in the Cognizant (CTSH) Form 4 filing?

Alina Kerdman reported RSU vesting, related tax withholding, and a small open-market sale of Cognizant shares. The filing shows 200 RSUs converting into shares, 67 shares withheld for taxes, and 131 shares sold, all in mid-March 2026 under a pre-arranged plan.

How many Cognizant (CTSH) shares did Alina Kerdman sell and at what price?

She sold 131 shares of Cognizant Class A Common Stock at $60.78 per share. This open-market sale occurred on March 16, 2026 and was executed pursuant to a Rule 10b5-1 trading plan adopted on August 19, 2025.

What RSU activity did the Cognizant (CTSH) Form 4 disclose for Alina Kerdman?

The filing shows 200 restricted stock units converting into 200 shares of Class A Common Stock at a $0.00 exercise price. These shares came from the vesting of 1/12th of an RSU award granted on March 3, 2025 under Cognizant’s 2023 Incentive Award Plan.

How were taxes handled on Alina Kerdman’s Cognizant (CTSH) RSU vesting?

Cognizant withheld 67 shares of Class A Common Stock to pay applicable taxes on the RSU vesting. These shares were valued at $60.37 each and represent a tax-withholding disposition, not an open-market sale by Kerdman.

What is the vesting schedule of Alina Kerdman’s Cognizant (CTSH) RSU grant?

Kerdman originally received 2,394 RSUs on March 3, 2025 under the 2023 Incentive Award Plan. The award began vesting in equal quarterly installments on June 15, 2025, with 1/12th vesting each quarter until full vesting on March 15, 2028.

How many Cognizant (CTSH) shares did Alina Kerdman hold after these transactions?

After the reported March 2026 transactions, she directly held 627 shares of Cognizant Class A Common Stock. This figure reflects the RSU conversion, the tax-withholding share reduction, and the subsequent open-market sale of 131 shares under her Rule 10b5-1 plan.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 03/17/2026 - 04:25 PM

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^*

Kerdman Alina

(Last)

(First)

(Middle)

C/O COGNIZANT TECHNOLOGY SOLUTIONS CORP.

300 FRANK W. BURR BLVD., STE 36, 6 FL.

(Street)

TEANECK

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)
	SVP, Controller & CAO

3. Date of Earliest Transaction (Month/Day/Year)
03/15/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	03/15/2026		M		200⁽¹⁾	A	⁽²⁾	825	D
Class A Common Stock	03/15/2026		F		67⁽³⁾	D	$60.37	758	D
Class A Common Stock	03/16/2026		S⁽⁴⁾		131	D	$60.78	627	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽²⁾	03/15/2026		M			200	⁽⁵⁾	⁽⁵⁾	Class A Common Stock	200	$0	1,596	D

Explanation of Responses:

1. Shares of Class A Common Stock of Cognizant Technology Solutions Corporation (the "Company") received from the vesting of 1/12th of the restricted stock unit ("RSU") award granted on March 3, 2025.

2. Each RSU represents a contingent right to receive one share of the Company's Class A Common Stock.

3. Shares of the Company's Class A Common Stock withheld to pay applicable taxes.

4. 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.

5. A total of 2,394 RSUs were originally granted on March 3, 2025 under the Company's 2023 Incentive Award Plan and such originally granted amount began vesting in quarterly installments over three years, commencing on June 15, 2025, with 1/12th of such RSUs vesting on each quarterly vesting date so that such RSUs will be fully vested on the twelfth quarterly vesting date (March 15, 2028).

Remarks:

	/s/ Melissa Glass, on behalf of Alina Kerdman, by Power of Attorney	03/17/2026
	** 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