ROHLEDER STEPHEN J 4

What Happened
Stephen J. Rohleder, a director of Cognizant Technology Solutions Corp (CTSH), was granted equity awards on June 2, 2026. The filing shows two award transactions: 5,032 restricted stock units (RSUs) priced at $55.14 each (total value reported $277,464) and 5,077 deferred stock units (DSUs) recorded at $0.00. Both transactions are reported as awards/grants (code A) and are derivative securities (rights to receive shares).

Key Details

• Transaction date: June 2, 2026; Form 4 filed June 4, 2026 (appears timely).
• Awards: 5,032 RSUs @ $55.14 (value $277,464) and 5,077 DSUs @ $0.00. Total units granted = 10,109.
• Shares owned after transaction: Not disclosed in the provided filing excerpt.
• Footnotes:
  • Each RSU is a contingent right to one Class A share; these RSUs vest fully on June 2, 2027 (F1, F2).
  • The RSUs were elected to be deferred under the company’s Non-Employee Director Compensation Guidelines; payment deferred until a change in control, death/permanent disability, or the first July 1 after termination (F2).
  • Each DSU represents a right to one Class A share and the DSUs are fully vested (F3, F4). The DSUs reflect an election to receive board cash retainers in stock and to defer payment under the same conditions (F4).
• Transaction type: Award/Grant (A) — not an open-market purchase or sale; no immediate cash outlay except the RSU valuation.

Context
These awards are compensation for board service (standard non-employee director equity compensation) rather than a market purchase or sale. The RSUs vest over time (one-year vesting shown) and both RSUs and DSUs are subject to the director’s election to defer receipt, so they do not necessarily result in immediate shares trading in the market.