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Cognizant SVP has 621 RSUs vest, 206 shares withheld

Cognizant’s SVP, Controller & CAO received vested RSUs into common stock, with a portion of shares withheld for tax obligations.

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

Rhea-AI Filing Summary

COGNIZANT TECHNOLOGY SOLUTIONS CORP (CTSH) reported that Alina Kerdman, its SVP, Controller & CAO, had restricted stock units vest on September 1, 2026, converting into 621 shares of Class A Common Stock from three RSU awards. Of these, 206 shares were withheld to pay applicable taxes, with the remaining shares retained as directly owned stock. Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock, and the RSUs vest over three-year schedules in quarterly installments under the company’s 2023 Incentive Award Plan.

Positive

  • None.

Negative

  • None.
Insider Kerdman Alina
Role SVP, Controller & CAO
Type Security Shares Price Value
Exercise Restricted Stock Units F2, F6 199 $0.00 $0.00
Exercise Restricted Stock Units F2, F7 14 $0.00 $0.00
Exercise Restricted Stock Units F2, F8 408 $0.00 $0.00
Exercise Class A Common Stock F1, F2 199 -- --
Exercise Class A Common Stock F3, F2 14 -- --
Exercise Class A Common Stock F4, F2 408 -- --
Tax Withholding Class A Common Stock F5 206 $64.58 $13K
Holdings After Transaction: Restricted Stock Units — 4,501 contracts (Direct); Class A Common Stock — 1,263 shares (Direct)
Footnotes (8)
  1. 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 February 28, 2024.
  2. F2. Each RSU represents a contingent right to receive one share of the Company's Class A Common Stock.
  3. F3. Shares of Class A Common Stock of the Company received from the vesting of 1/3rd of 1/8th of the RSU award granted on February 28, 2024.
  4. F4. Shares of Class A Common Stock of the Company received from the vesting of 1/12th of the RSU award granted on February 25, 2026.
  5. F5. Shares of the Company's Class A Common Stock withheld to pay applicable taxes.
  6. F6. A total of 2,382 RSUs were originally granted on February 28, 2024 under the Company's 2023 Incentive Award Plan and such originally granted amount began vesting in quarterly installments over three years, commencing on June 1, 2024, 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 1, 2027).
  7. F7. A total of 331 RSUs were originally granted on February 28, 2024 under the Company's 2023 Incentive Award Plan and such originally granted amount began vesting in quarterly installments over three years, commencing on June 1, 2024, with (i) 1/8th of such RSUs vesting on each of the first four vesting dates; (ii) 2/3rds of 1/8th of such RSUs vesting on each of the successive four vesting dates; (iii) 1/3rd of 1/8th of such RSUs vesting on each of the successive three vesting dates; and (iv) the remainder of such RSUs vesting on the twelfth vesting date (March 1, 2027).
  8. F8. A total of 4,891 RSUs were originally granted on February 25, 2026 under the Company's 2023 Incentive Award Plan and such originally granted amount began vesting in quarterly installments over three years, commencing on June 1, 2026, 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 1, 2029).
Shares received from RSU vesting 621 shares Class A Common Stock received by Alina Kerdman on September 1, 2026 from three RSU awards
Shares withheld for taxes 206 shares Class A Common Stock withheld to pay applicable taxes at vesting on September 1, 2026
Tax withholding share value $64.58 per share Value used for the 206 shares of Class A Common Stock withheld for taxes
Original RSU grant size (Feb. 28, 2024 – first award) 2,382 RSUs Originally granted under the 2023 Incentive Award Plan, vesting 1/12th quarterly from June 1, 2024 to March 1, 2027
Original RSU grant size (Feb. 28, 2024 – second award) 331 RSUs Originally granted under the 2023 Incentive Award Plan with a multi-stage quarterly vesting schedule to March 1, 2027
Original RSU grant size (Feb. 25, 2026 award) 4,891 RSUs Originally granted under the 2023 Incentive Award Plan, vesting 1/12th quarterly from June 1, 2026 to March 1, 2029
Shares from first 2024 RSU tranche 199 shares Class A Common Stock from vesting of 1/12th of the February 28, 2024 RSU award
Shares from 2026 RSU tranche 408 shares Class A Common Stock from vesting of 1/12th of the February 25, 2026 RSU award
restricted stock unit financial
"Shares of Class A Common Stock ... received from the vesting of 1/12th of the restricted stock unit"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
Class A Common Stock financial
"Each RSU represents a contingent right to receive one share of the Company's Class A Common Stock."
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.
2023 Incentive Award Plan financial
"A total of 2,382 RSUs were originally granted ... under the Company's 2023 Incentive Award Plan"
quarterly installments financial
"such originally granted amount began vesting in quarterly installments over three years"
vesting date financial
"the remainder of such RSUs vesting on the twelfth vesting date (March 1, 2027)."

FAQ

What insider equity activity did CTSH report for Alina Kerdman on September 1, 2026?
The company reported that 621 shares of Class A Common Stock were received from the vesting of restricted stock units held by SVP, Controller & CAO Alina Kerdman, with a portion of those shares withheld to pay applicable taxes.

How many CTSH shares were withheld for taxes from Alina Kerdman’s RSU vesting?
A total of 206 shares of Class A Common Stock were withheld to pay applicable taxes, at a value of $64.58 per share, as part of the September 1, 2026 RSU vesting event.

What RSU grants underlie the September 1, 2026 CTSH Form 4 for Alina Kerdman?
The transactions relate to RSU awards of 2,382 RSUs and 331 RSUs granted on February 28, 2024, and 4,891 RSUs granted on February 25, 2026, all under the 2023 Incentive Award Plan, vesting in quarterly installments over three years.

Does the September 1, 2026 CTSH insider activity involve a Rule 10b5-1 trading plan?
No. The filing indicates that the reported transactions were not made pursuant to a Rule 10b5-1 trading plan, so the timing is not described as pre-arranged under such a plan.

How many CTSH shares came from each RSU tranche that vested for Alina Kerdman?
The vesting delivered 199 shares from 1/12th of a February 28, 2024 RSU award, 14 shares from 1/3rd of 1/8th of another February 28, 2024 award, and 408 shares from 1/12th of a February 25, 2026 RSU award.

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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).
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 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)
SVP, Controller & CAO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/01/2026		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 Stock09/01/2026M199(1)A(2)1,047D
Class A Common Stock09/01/2026M14(3)A(2)1,061D
Class A Common Stock09/01/2026M408(4)A(2)1,469D
Class A Common Stock09/01/2026F206(5)D$64.581,263D
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
Restricted Stock Units(2)09/01/2026M199 (6) (6)Class A Common Stock199$0397D
Restricted Stock Units(2)09/01/2026M14 (7) (7)Class A Common Stock14$028D
Restricted Stock Units(2)09/01/2026M408 (8) (8)Class A Common Stock408$04,076D
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 February 28, 2024.
2. Each RSU represents a contingent right to receive one share of the Company's Class A Common Stock.
3. Shares of Class A Common Stock of the Company received from the vesting of 1/3rd of 1/8th of the RSU award granted on February 28, 2024.
4. Shares of Class A Common Stock of the Company received from the vesting of 1/12th of the RSU award granted on February 25, 2026.
5. Shares of the Company's Class A Common Stock withheld to pay applicable taxes.
6. A total of 2,382 RSUs were originally granted on February 28, 2024 under the Company's 2023 Incentive Award Plan and such originally granted amount began vesting in quarterly installments over three years, commencing on June 1, 2024, 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 1, 2027).
7. A total of 331 RSUs were originally granted on February 28, 2024 under the Company's 2023 Incentive Award Plan and such originally granted amount began vesting in quarterly installments over three years, commencing on June 1, 2024, with (i) 1/8th of such RSUs vesting on each of the first four vesting dates; (ii) 2/3rds of 1/8th of such RSUs vesting on each of the successive four vesting dates; (iii) 1/3rd of 1/8th of such RSUs vesting on each of the successive three vesting dates; and (iv) the remainder of such RSUs vesting on the twelfth vesting date (March 1, 2027).
8. A total of 4,891 RSUs were originally granted on February 25, 2026 under the Company's 2023 Incentive Award Plan and such originally granted amount began vesting in quarterly installments over three years, commencing on June 1, 2026, 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 1, 2029).
Remarks:
/s/ Melissa Glass, on behalf of Alina Kerdman, by Power of Attorney09/03/2026
** 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)

Source: View Original Filing on SEC EDGAR