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Cognizant Technology Solutions (CTSH) director receives 4,171 RSU grant

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

Rhea-AI Filing Summary

WIJNBERG SANDRA S reported acquisition or exercise transactions in this Form 4 filing.

Cognizant Technology Solutions director Sandra S. Wijnberg received a grant of 4,171 Restricted Stock Units on June 2, 2026. Each RSU represents a contingent right to receive one share of Class A Common Stock. Following this award, she holds 4,171 RSUs directly.

The RSUs will vest fully on June 2, 2027. Wijnberg has elected, under the Company’s Non-Employee Director Compensation Guidelines, to defer payment of the vested RSUs and any related dividend equivalents until the earliest of a change in control, death or permanent disability, or a specified post-service date.

Positive

  • None.

Negative

  • None.
Insider WIJNBERG SANDRA S
Role null
Type Security Shares Price Value
Grant/Award Restricted Stock Units 4,171 $0.00 --
Holdings After Transaction: Restricted Stock Units — 4,171 shares (Direct, null)
Footnotes (1)
  1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of Class A Common Stock of Cognizant Technology Solutions Corporation (the "Company"). The RSUs will vest fully on June 2, 2027. The Reporting Person has elected, pursuant to the Company's Non-Employee Director Compensation Guidelines, to defer payment of such RSUs (and corresponding dividend equivalents, if any) 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).
RSUs granted 4,171 RSUs Grant to director Sandra S. Wijnberg on June 2, 2026
RSUs after transaction 4,171 RSUs Total Restricted Stock Units held directly following grant
Vesting date June 2, 2027 Date when all 4,171 RSUs vest fully
Dividend equivalents Included if any Payment of dividend equivalents deferred with RSUs
Restricted Stock Units financial
"Each restricted stock unit ("RSU") represents a contingent right to receive one share"
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 equivalents financial
"to defer payment of such RSUs (and corresponding dividend equivalents, if any)"
Payments tied to employee or contractor equity awards that mirror the cash dividends paid on the company’s stock; they give the holder the same economic benefit as owning the shares without transferring actual shares—often paid in cash or additional award units when the award becomes payable. Investors care because these payments affect a company’s compensation costs, cash flow and potential share dilution, and they signal how management is being rewarded and aligned with shareholders.
Non-Employee Director Compensation Guidelines financial
"pursuant to the Company's Non-Employee Director Compensation Guidelines, to defer payment"
change in control financial
"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.
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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*
WIJNBERG SANDRA S

(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/02/2026
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
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(1)06/02/2026A4,171 (2) (2)Class A Common Stock4,171$04,171D
Explanation of Responses:
1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of Class A Common Stock of Cognizant Technology Solutions Corporation (the "Company").
2. The RSUs will vest fully on June 2, 2027. The Reporting Person has elected, pursuant to the Company's Non-Employee Director Compensation Guidelines, to defer payment of such RSUs (and corresponding dividend equivalents, if any) 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).
Remarks:
/s/ Melissa Glass, on behalf of Sandra S. Wijnberg, by Power of Attorney06/04/2026
** 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)

FAQ

What did Cognizant (CTSH) director Sandra Wijnberg report in this Form 4?

Sandra S. Wijnberg reported receiving 4,171 Restricted Stock Units as a director of Cognizant. These RSUs are a stock-based compensation award that convert into shares of Class A Common Stock if vesting conditions are satisfied and payment is not further deferred.

How many Cognizant (CTSH) RSUs were granted to Sandra Wijnberg?

Sandra Wijnberg was granted 4,171 Restricted Stock Units. Each unit represents a contingent right to receive one share of Cognizant Class A Common Stock, giving her direct exposure to the company’s equity through this stock-based compensation award once vesting and payment conditions are met.

When do Sandra Wijnberg’s Cognizant (CTSH) RSUs vest?

The 4,171 Restricted Stock Units granted to Sandra Wijnberg will vest fully on June 2, 2027. Vesting means the units are no longer subject to forfeiture, although actual share delivery can still be deferred under the company’s Non-Employee Director Compensation Guidelines.

What deferral election did Sandra Wijnberg make for her Cognizant (CTSH) RSUs?

Sandra Wijnberg elected to defer payment of her RSUs and any dividend equivalents. Payment will occur on the earliest of a change in control, her death or permanent disability, or the first July 1 following her termination of service, excluding death or permanent disability.

What does each Cognizant (CTSH) RSU granted to Sandra Wijnberg represent?

Each Restricted Stock Unit represents a contingent right to receive one share of Cognizant Class A Common Stock. The units are not actual shares until they vest and are settled, aligning director compensation with shareholder interests through equity-based incentives.