Harshavardhan Agadi V - 16 Jan 2026 Form 4 Insider Report for CONDUENT Inc (CNDT)

Role
Chief Executive Officer, Director
Signature
/s/Michael Krawitz, attorney-in-fact
Issuer symbol
CNDT
Transactions as of
16 Jan 2026
Net transactions value
+$3,434,000
Form type
4
Filing time
21 Jan 2026, 16:18:14 UTC
Previous filing
20 Jan 2026
Next filing
20 Feb 2026
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Agadi Harshavardhan V Chief Executive Officer, Director 100 CAMPUS DRIVE, SUITE 200, FLORHAM PARK /s/Michael Krawitz, attorney-in-fact 21 Jan 2026 0001498132

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CNDT Common Stock Award $1,373,600 +680,000 +702% $2.02 776,829 16 Jan 2026 Direct F1
transaction CNDT Common Stock Award $2,060,400 +1,020,000 +131% $2.02 1,796,829 16 Jan 2026 Direct F2, F3
holding CNDT Common Stock 100,000 16 Jan 2026 GHS Holdings LLC Defined Benefit Pension Plan
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 RSU Awards of restricted stock units ("RSUs") granted on January 16, 2026 that vest in equal amounts on December 31, 2026, December 31, 2027 and December 31, 2028. Each RSU converts to one share of Conduent Incorporated common stock ("Common Stock") upon vesting.
F2 Award of performance restricted stock units ("PRSUs") that can only be settled in Common Stock. PRSUs have two vesting conditions - a service condition and a share price condition. The service condition requires continued employment through the December 31, 2028 (the "Vesting Date"). The share price condition requires an average closing stock price over any 120 consecutive calendar day period during the measurement period of January 1, 2026 through December 31, 2028 (the "average closing price") of at least $2.50 per share. If an average closing price of $2.50/share is achieved, 25% is eligible to vest; if an average closing price of $3.00/share is achieved, 50% is eligible to vest; if an average closing price of $4.00/share is achieved, 75% is eligible to vest, and if an average closing price of $5.00/share or greater is achieved, 100% is eligible to vest, with linear interpolation between stock prices.
F3 Vested shares are paid out within 60 days following the Vesting Date. Each PRSU converts to one share of Common Stock upon vesting.