Cognizant director awarded additional stock units
COGNIZANT TECHNOLOGY SOLUTIONS CORP director Stephen J. Rohleder received additional equity awards in the form of stock units as part of board compensation.
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Form Type
4
Rhea-AI Filing Summary
COGNIZANT TECHNOLOGY SOLUTIONS CORP director Stephen J. Rohleder received additional equity awards in the form of stock units as part of board compensation. On May 27, 2026, he acquired 21.9319 and 78.6742 restricted stock units and 102.7137 deferred stock units through dividend equivalent rights on previously outstanding awards.
The footnotes state these units are fully vested or will vest by June 3, 2026, and settlement into Class A Common Stock is deferred under the company’s Non-Employee Director Compensation Guidelines until specific events such as a change in control, death or disability, or post‑service timing. No open‑market purchases or sales occurred.
Insider Trade Summary
Grant/Award: 203.3198 shares
Grant/Award
3 txns
Insider
ROHLEDER STEPHEN J
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Deferred Stock Units | 102.7137 | $0.00 | $0.00 |
| Grant/Award | Restricted Stock Units | 78.6742 | $0.00 | $0.00 |
| Grant/Award | Restricted Stock Units | 21.9319 | $0.00 | $0.00 |
Holdings After Transaction:
Deferred Stock Units — 16,648.957 contracts (Direct);
Restricted Stock Units — 16,307.3322 contracts (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 3, 2026. 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
RSUs granted (lot 1): 21.9319 units
RSUs granted (lot 2): 78.6742 units
Deferred Stock Units granted: 102.7137 units
+3 more
6 metrics
RSUs granted (lot 1)
21.9319 units
Restricted Stock Units granted on May 27, 2026
RSUs granted (lot 2)
78.6742 units
Restricted Stock Units granted on May 27, 2026
Deferred Stock Units granted
102.7137 units
Deferred Stock Units granted on May 27, 2026
RSU holdings after lot 1
3,554.9485 units
Total Restricted Stock Units following first transaction
RSU holdings after lot 2
12,752.3837 units
Total Restricted Stock Units following second transaction
Deferred units after grant
16,648.9570 units
Total Deferred Stock Units following third transaction
Key Terms
Restricted Stock Units, Deferred Stock Units, dividend equivalent rights, Non-Employee Director Compensation Guidelines, +1 more
5 terms
Restricted Stock Units financial
"Reflects restricted stock units received pursuant to dividend equivalent rights accrued on previously outstanding restricted stock units."
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.
Deferred Stock Units financial
"Reflects deferred stock units received pursuant to dividend equivalent rights accrued on previously outstanding deferred stock units."
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.
dividend equivalent rights financial
"Reflects restricted stock units received pursuant to dividend equivalent rights accrued on previously outstanding restricted stock units."
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 financial
"The Reporting Person has elected, pursuant to the Company's Non-Employee Director Compensation Guidelines (the "Guidelines"), to defer settlement."
change in control financial
"until the first to occur of (1) a change in control, (2) the death or permanent disability of the Reporting Person."
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.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did Cognizant (CTSH) director Stephen J. Rohleder receive in this Form 4 filing?
Stephen J. Rohleder received additional equity awards in the form of stock units. He was granted 21.9319 and 78.6742 restricted stock units and 102.7137 deferred stock units, all tied to dividend equivalent rights on previously outstanding awards rather than open‑market transactions.
Are the stock units reported for Cognizant (CTSH) director Stephen Rohleder fully vested?
The filing notes that certain restricted stock units and deferred stock units are fully vested. One referenced restricted stock unit grant will vest fully on June 3, 2026, after which settlement is still deferred under the company’s Non-Employee Director Compensation Guidelines until specified triggering events occur.
How were the new stock units for Cognizant (CTSH) director Stephen Rohleder generated?
The additional stock units arose from dividend equivalent rights on existing awards. When Cognizant paid dividends, corresponding restricted stock units and deferred stock units accrued, increasing Rohleder’s compensation-related holdings without him buying shares in the open market or selling any existing positions.
When will Stephen Rohleder’s Cognizant (CTSH) deferred and restricted stock units be settled into shares?
Settlement of these stock units is deferred under Cognizant’s Non-Employee Director Compensation Guidelines. They convert into Class A Common Stock upon the first of several events: a change in control, Rohleder’s death or permanent disability, or the first July 1 after his service on the board ends.
Did Cognizant (CTSH) director Stephen Rohleder buy or sell common stock in this Form 4?
No, the filing reports only grant or award acquisitions of stock units. All three transactions are coded as awards tied to dividend equivalents, with no open‑market purchases or sales of Cognizant Class A Common Stock disclosed, making this a routine compensation-related update.
What types of equity instruments are reported for Cognizant (CTSH) director Stephen Rohleder?
The Form 4 reports restricted stock units and deferred stock units. Each unit represents a right to receive one share of Cognizant Class A Common Stock, either fully vested or vesting by June 3, 2026, with settlement deferred under the company’s director compensation guidelines.
AI-generated analysis. How Rhea-AI works. Not financial advice.
