[Form 4] Cognizant Technology Solutions Insider Trading Activity

Rhea-AI Filing Summary

Eric Branderiz, a Cognizant (CTSH) director, reported receipt of restricted stock units (RSUs) on 08/26/2025. The Form 4 shows two RSU events: one for 34.7402 units and one for 12.3818 units. The filing notes each RSU represents a right to one share of Class A common stock and that the first set is fully vested while the second set vests on June 3, 2026.

The reporting person elected to defer settlement of the RSUs under the companys Non-Employee Director Compensation Guidelines until specified triggering events (change in control, death/permanent disability, or scheduled post-termination installment dates). The Form 4 was signed by power of attorney on behalf of Mr. Branderiz on 08/28/2025.

Positive

• RSUs granted/credited to the director, indicating continued alignment of director compensation with shareholder equity
• Deferral election was made, which preserves the directors shares for post-service or specified triggering events rather than immediate sale

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine director equity accruals were reported; deferral election preserves governance-aligned compensation timing.

The filing documents customary director compensation mechanics rather than opportunistic trading. The report records dividend-equivalent RSUs credited to a non-employee director, with one tranche fully vested and another scheduled to vest on June 3, 2026. The directors election to defer settlement under the companys guidelines is a governance detail that delays share delivery without altering underlying economic rights until a triggering event.

Compensation Analyst

TL;DR: Compensation-related RSUs were granted/credited and partly vested; deferral changes timing of share delivery, not amount.

The Form 4 shows RSUs reflecting dividend equivalents on previously granted awards. One tranche is fully vested and the other vests in mid-2026. Both tranches are subject to a deferral election, which affects when shares are issued but does not change the number of units reported. No cash sales or purchases of securities are disclosed in this filing.

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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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^*

Branderiz Eric

(Last) (First) (Middle)

C/O COGNIZANT TECHNOLOGY SOLUTIONS CORP.

300 FRANK W. BURR BLVD., STE. 36, 6 FL.

(Street)

TEANECK NJ 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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/26/2025

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)
			Code	V	Amount	(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	08/26/2025		A(1)		34.7402		(2)	(2)	Class A Common Stock	34.7402	$0	8,067.6	D
Restricted Stock Units	(3)	08/26/2025		A(3)		12.3818		(4)	(4)	Class A Common Stock	12.3818	$0	2,875.3818	D

Explanation of Responses:

1. 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.

2. The restricted 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 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) in three equal installments on July 1 in the first, second and third years following the date of the Reporting Person's termination of service (other than due to death or permanent disability).

3. 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 the Company's Class A Common Stock.

4. 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).

Remarks:

	/s/ Kelli Arman, on behalf of Eric Branderiz, by Power of Attorney	08/28/2025
	** 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.

FAQ

What did Eric Branderiz report on the Form 4 for CTSH?

He reported receipt of two RSU events: 34.7402 units (fully vested) and 12.3818 units (vests June 3, 2026).

Are the reported restricted stock units vested or deferred?

The first tranche is fully vested and the second tranche vests on June 3, 2026; the reporting person elected to defer settlement of both per company guidelines.

Does the Form 4 show any sales or purchases of CTSH shares by the director?

No sales or purchases are shown. The filing records issuance/crediting of restricted stock units only.

When was the Form 4 filed and who signed it?

The Form 4 was signed by power of attorney on behalf of Eric Branderiz on 08/28/2025.

What events will trigger settlement of the deferred RSUs?

Settlement is deferred until a change in control, death or permanent disability, or until scheduled post-termination installment dates per the companys guidelines.