Cognizant (NASDAQ: CTSH) director gains dividend-equivalent stock units
Rhea-AI Filing Summary
COGNIZANT TECHNOLOGY SOLUTIONS CORP (CTSH) reported that a non-employee director received equity-based awards linked to Class A Common Stock. On August 25, 2026, the reporting person acquired deferred stock units and restricted stock units as dividend equivalent rights on previously outstanding awards. The deferred stock units and one block of restricted stock units are fully vested, while another block of restricted stock units will vest on June 2, 2027. Settlement of all these units has been elected to be deferred under the company’s Non-Employee Director Compensation Guidelines until specified events such as a change in control, death or permanent disability, or a post-termination July 1 date.
Positive
- None.
Negative
- None.
Insider Trade Summary
3 transactions reported
Mixed
3 txns
Insider
WIJNBERG SANDRA S
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Deferred Stock Units F1, F2 | 24.3352 | $0.00 | $0.00 |
| Grant/Award | Restricted Stock Units F3, F4 | 121.7667 | $0.00 | $0.00 |
| Grant/Award | Restricted Stock Units F5, F6 | 21.8273 | $0.00 | $0.00 |
Holdings After Transaction:
Deferred Stock Units — 4,674.576 shares (Direct);
Restricted Stock Units — 27,583.0468 shares (Direct)
Footnotes (6)
- F1. Reflects deferred stock units received pursuant to dividend equivalent rights accrued on previously outstanding deferred stock units. Each deferred stock unit represents a right to receive one share of Class A Common Stock of the Company.
- F2. The deferred stock units are fully vested. The Reporting Person has elected, pursuant to the Company's Non-Employee Director Compensation Guidelines (the "Guidelines"), to defer settlement of such deferred stock units until the first to occur of (1) a change in control, (2) the death or permanent disability of the Reporting Person, or (3) the first July 1 following the date of the Reporting Person's termination of service (other than due to death or permanent disability).
- F3. Reflects restricted stock units received pursuant to dividend equivalent rights accrued on previously outstanding restricted stock units. Each restricted stock unit represents a right to receive one share of Class A Common Stock of the Company.
- F4. The restricted stock units are fully vested. The Reporting Person has elected, pursuant to the Company's Guidelines, to defer settlement of such restricted stock units until the first to occur of (1) a change in control, (2) the death or permanent disability of the Reporting Person, or (3) the first July 1 following the date of the Reporting Person's termination of service (other than due to death or permanent disability).
- F5. Reflects restricted stock units received pursuant to dividend equivalent rights accrued on previously outstanding restricted stock units. Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock of the Company.
- F6. The restricted stock units will vest fully on June 2, 2027. The Reporting Person has elected, pursuant to the Company's Guidelines, to defer settlement of such restricted stock units until the first to occur of (1) a change in control, (2) the death or permanent disability of the Reporting Person, or (3) the first July 1 following the date of the Reporting Person's termination of service (other than due to death or permanent disability).
Key Figures
Deferred stock units acquired: 24.3352 units
Deferred stock units following transaction: 4674.5760 units
Fully vested restricted stock units from dividend equivalents: 121.7667 units
+2 more
5 metrics
Deferred stock units acquired
24.3352 units
Dividend equivalent rights on previously outstanding deferred stock units on August 25, 2026
Deferred stock units following transaction
4674.5760 units
Total deferred stock units held directly after August 25, 2026 grant
Fully vested restricted stock units from dividend equivalents
121.7667 units
Restricted stock units received as dividend equivalent rights, fully vested
Unvested restricted stock units from dividend equivalents
21.8273 units
Restricted stock units from dividend equivalents that will vest fully on June 2, 2027
Vesting date for unvested RSUs
June 2, 2027
Date when 21.8273 restricted stock units will fully vest
Key Terms
Deferred Stock Units, Restricted Stock Units, dividend equivalent rights, Non-Employee Director Compensation Guidelines, +2 more
6 terms
Deferred Stock Units financial
"Reflects deferred stock units received pursuant to dividend equivalent rights"
Deferred stock units are promises from a company to give an employee shares of stock at a future date, often after certain conditions are met or after leaving the company. They function like a form of delayed compensation, allowing employees to earn shares over time. For investors, they represent potential future ownership in the company, but do not provide immediate voting rights or dividends until the shares are actually received.
Restricted Stock Units financial
"Reflects restricted stock units received pursuant to dividend equivalent rights"
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
"received pursuant to dividend equivalent rights accrued on previously outstanding"
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.
Non-Employee Director Compensation Guidelines regulatory
"pursuant to the Company's Non-Employee Director Compensation Guidelines"
change in control regulatory
"until the first to occur of (1) a change in control, (2) the death"
A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.
permanent disability regulatory
"the death or permanent disability of the Reporting Person, or (3) the first July 1"
FAQ
What insider transactions did CTSH disclose for the director on August 25, 2026?
The director acquired 24.3352 deferred stock units and two grants of restricted stock units of 121.7667 and 21.8273 units, all as dividend equivalent rights on previously outstanding awards tied to Cognizant’s Class A Common Stock.
What are the terms of the deferred stock units reported for CTSH?
The filing states that 24.3352 deferred stock units were received as dividend equivalents, are fully vested, and each unit represents a right to receive one share of CTSH Class A Common Stock, with settlement deferred under the company’s Non-Employee Director Compensation Guidelines.
How many deferred stock units does the director hold in CTSH after this transaction?
After the August 25, 2026 grant, the director holds 4,674.5760 deferred stock units, each representing a right to receive one share of Class A Common Stock of Cognizant Technology Solutions Corp.
When do the newly granted CTSH restricted stock units vest?
One grant of restricted stock units is reported as fully vested. The other grant of 21.8273 restricted stock units will vest fully on June 2, 2027, according to the filing footnotes.
Were the CTSH insider transactions made under a Rule 10b5-1 trading plan?
The filing’s Rule 10b5-1 checkbox is not checked (aff_10b5_one is false), and the footnotes describe these awards as dividend equivalent rights on existing equity awards, not as trades under a 10b5-1 trading plan.
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