Kathryn Diaz - Feb 28, 2024 Form 4 Insider Report for COGNIZANT TECHNOLOGY SOLUTIONS CORP (CTSH)

Role
EVP, Chief People Officer
Signature
/s/ Carrie P. Ryan, on behalf of Kathryn Diaz, by Power of Attorney
Stock symbol
CTSH
Transactions as of
Feb 28, 2024
Transactions value $
$0
Form type
4
Date filed
3/1/2024, 06:28 PM
Previous filing
Feb 27, 2024
Next filing
Mar 5, 2024

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction CTSH Restricted Stock Units Award $0 +8.92K $0.00 8.92K Feb 28, 2024 Class A Common Stock 8.92K Direct F1, F2
transaction CTSH Performance Stock Units Award $0 +2.51K $0.00 2.51K Feb 28, 2024 Class A Common Stock 2.51K Direct F3, F4
transaction CTSH Performance Stock Units Award $0 +1.29K $0.00 1.29K Feb 28, 2024 Class A Common Stock 1.29K Direct F5, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 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").
F2 A total of 8,919 RSUs were granted on February 28, 2024, under the Company's 2023 Incentive Award Plan and will vest in twelve successive quarterly installments, with 1/12th of such RSUs first vesting on June 1, 2024, and each quarterly anniversary of such date so that such RSUs will be fully vested on the twelfth quarterly vesting date (March 1, 2027).
F3 Each performance-based stock unit ("PSU") represents a contingent right to receive one share of Class A Common Stock of the Company.
F4 Represents a portion of the 2,744 PSUs (a) that were originally granted on February 23, 2021, pursuant to the Company's 2017 Incentive Award Plan and (b) for which the Company's Compensation and Human Capital Committee (the "Committee") determined, on February 28, 2024, that approximately 91.4% of the related performance criteria had been satisfied. In accordance with the award agreement, in light of the Committee's determination regarding the satisfaction of performance criteria, the portion of the award shown in Table II above will vest and settle in Class A Common Stock of the Company on March 15, 2024, provided that the Reporting Person remains in the Company's service through such date.
F5 Each PSU represents a contingent right to receive one share of Class A Common Stock of the Company.
F6 Represents a portion of the 1,415 PSUs (a) that were originally granted on May 17, 2021, pursuant to the Company's 2017 Incentive Award Plan and (b) for which the Company's Compensation and Human Capital Committee (the "Committee") determined, on February 28, 2024, that approximately 91.4% of the related performance criteria had been satisfied. In accordance with the award agreement, in light of the Committee's determination regarding the satisfaction of performance criteria, the portion of the award shown in Table II above will vest and settle in Class A Common Stock of the Company on March 15, 2024, provided that the Reporting Person remains in the Company's service through such date.