Cognizant (NASDAQ: CTSH) officer reports RSU vesting into 903 common shares

Q: Were the CTSH Form 4 transactions a buy or sell of Cognizant stock?

The transactions were an acquisition through RSU vesting and conversion , not a market purchase or sale. Code M indicates exercise or conversion of a derivative security, where 903 restricted stock units became 903 shares of Class A Common Stock without a cash transaction.

Q: How many Cognizant shares did Balu Ganesh Ayyar receive from RSU vesting?

He received 903 shares of Class A Common Stock from the vesting of restricted stock units. Each RSU represented one share, and this vesting reflects 1/12th of a larger award originally granted on February 28, 2024 under Cognizant’s 2023 Incentive Award Plan.

Q: What is the size and vesting schedule of the original CTSH RSU grant to Balu Ganesh Ayyar?

The original award totaled 10,830 restricted stock units granted on February 28, 2024. These RSUs vest in 12 equal quarterly installments over three years, beginning June 1, 2024, with final vesting scheduled on the twelfth quarterly vesting date, March 1, 2027.

Q: What role does Balu Ganesh Ayyar hold at Cognizant Technology Solutions (CTSH)?

Balu Ganesh Ayyar is an officer of Cognizant, serving as President - APJ and ISG . The reported Form 4 transactions relate to his equity compensation, specifically restricted stock units granted under the company’s 2023 Incentive Award Plan and vesting on a quarterly schedule.

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Cognizant Technology Solutions executive Balu Ganesh Ayyar, President - APJ and ISG, reported the vesting and related conversion of restricted stock units into Class A common shares. On March 1, 2026, 903 RSUs vested, delivering 903 common shares at no cash exercise price under a 2024 equity award.

Insider Trade Summary

903 shares exercised/converted

Mixed 2 txns

Insider Ayyar Balu Ganesh

Role President - APJ and ISG

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	903	$0.00	--
Exercise	Class A Common Stock	903	$0.00	--

Holdings After Transaction: Restricted Stock Units — 3,610 shares (Direct); Class A Common Stock — 100,649 shares (Direct)

Footnotes (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. Each RSU represents a contingent right to receive one share of the Company's Class A Common Stock. A total of 10,830 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).

Form 4 Insider Transactions: What Each Field Means →

03/03/2026 - 04:02 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
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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^*

Ayyar Balu Ganesh

(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)
	President - APJ and ISG

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

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	03/01/2026		M		903⁽¹⁾	A	⁽²⁾	100,649	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⁾	03/01/2026		M			903	⁽³⁾	⁽³⁾	Class A Common Stock	903	$0	3,610	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 February 28, 2024.

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

3. A total of 10,830 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).

Remarks:

	/s/ Melissa Glass, on behalf of Balu Ganesh Ayyar, by Power of Attorney	03/03/2026
	** 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

FAQ

What insider transaction did CTSH executive Balu Ganesh Ayyar report on this Form 4?

Balu Ganesh Ayyar reported vesting and conversion of equity awards, not an open-market trade. On March 1, 2026, 903 restricted stock units vested and were converted into 903 shares of Cognizant Class A Common Stock at a zero exercise price under a prior grant.

Were the CTSH Form 4 transactions a buy or sell of Cognizant stock?

The transactions were an acquisition through RSU vesting and conversion, not a market purchase or sale. Code M indicates exercise or conversion of a derivative security, where 903 restricted stock units became 903 shares of Class A Common Stock without a cash transaction.

How many Cognizant shares did Balu Ganesh Ayyar receive from RSU vesting?

He received 903 shares of Class A Common Stock from the vesting of restricted stock units. Each RSU represented one share, and this vesting reflects 1/12th of a larger award originally granted on February 28, 2024 under Cognizant’s 2023 Incentive Award Plan.

What is the size and vesting schedule of the original CTSH RSU grant to Balu Ganesh Ayyar?

The original award totaled 10,830 restricted stock units granted on February 28, 2024. These RSUs vest in 12 equal quarterly installments over three years, beginning June 1, 2024, with final vesting scheduled on the twelfth quarterly vesting date, March 1, 2027.

What role does Balu Ganesh Ayyar hold at Cognizant Technology Solutions (CTSH)?

Balu Ganesh Ayyar is an officer of Cognizant, serving as President - APJ and ISG. The reported Form 4 transactions relate to his equity compensation, specifically restricted stock units granted under the company’s 2023 Incentive Award Plan and vesting on a quarterly schedule.

Did the RSU vesting transaction on CTSH Form 4 involve a cash exercise price?

No cash exercise price was involved; the transaction price per share is shown as 0.0000. The event reflects automatic vesting and conversion of restricted stock units to Class A Common Stock as part of an equity incentive grant, rather than a cash-funded option exercise.