COGNIZANT TECHNOLOGY SOLUTIONS CORP·4

Jun 4, 4:09 PM ET

Abdalla Zein 4

4 · COGNIZANT TECHNOLOGY SOLUTIONS CORP · Filed Jun 4, 2026

Research Summary

AI-generated summary of this filing

Updated

Cognizant (CTSH) Director Abdalla Zein Receives RSU Award / Vests

What Happened

  • Abdalla Zein, a director of Cognizant Technology Solutions (CTSH), had restricted stock units (RSUs) reflected in a Form 4 for June 2–3, 2026. The filing shows a grant/award of 4,171 RSU units (derivative) and the conversion/exercise of 2,919 derivative units into shares.
  • The filing also shows tax-withholding and fractional-share cash-out: 17 shares were withheld to satisfy taxes (withholding value $937 at $55.14/share) and a 0.626 fractional share was paid in cash for $35. These actions are the routine mechanics when RSUs vest and convert to common stock.

Key Details

  • Transaction dates: Grant/award recorded 2026-06-02; conversion/exercise and tax withholding 2026-06-03.
  • Prices/values: Tax withholding used $55.14 per share; 17 shares withheld = $937; fractional share cash-out = $35.
  • Shares recorded as awarded: 4,171 RSUs (each RSU = contingent right to one share).
  • Derivative conversion: 2,919 derivative units shown converted/exercised into shares per the Form 4 entries.
  • Notable footnotes:
    • RSUs represent a contingent right to receive one share each (F2).
    • The RSUs described include original grants (June 3, 2025) and related dividend-equivalent RSUs that vested (F1, F5).
    • Shares were withheld to pay applicable taxes and a fractional share was paid in cash per the plan (F3, F6).
    • The remaining RSUs will vest fully on June 2, 2027 as noted for other awards (F4).
  • Shares owned after the transactions: not specified in the provided filing extract.
  • Filing timeliness: no late-filing indication provided in the supplied data.

Context

  • This transaction is primarily the vesting and conversion of RSUs into shares, with routine tax-withholding and a cash payment for a fractional share — not an open-market purchase or sale. Such transactions are typical compensation events and do not by themselves indicate the insider’s market view.

Insider Transaction Report

Form 4
Period: 2026-06-02
Abdalla Zein
Director
Transactions
  • Exercise/Conversion

    Class A Common Stock

    [F1][F2]
    2026-06-03+2,91925,450 total
  • Tax Payment

    Class A Common Stock

    [F3]
    2026-06-03$55.14/sh17$93725,433 total
  • Award

    Restricted Stock Units

    [F2][F4]
    2026-06-02+4,1714,171 total
    Class A Common Stock (4,171 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F2][F5]
    2026-06-032,9190.626 total
    Class A Common Stock (2,919 underlying)
  • Disposition to Issuer

    Restricted Stock Units

    [F2][F6][F5]
    2026-06-03$55.14/sh0.626$350 total
    Class A Common Stock (0.626 underlying)
Footnotes (6)
  • [F1]Shares of Class A Common Stock of Cognizant Technology Solutions Corporation (the "Company") received in connection with the vesting of 100% of the restricted stock unit ("RSU") award granted on June 3, 2025, and the related RSUs received pursuant to dividend equivalent rights; provided, however, that the reporting person was only entitled to receive whole shares and the fractional share related thereto was disposed of separately.
  • [F2]Each RSU represents a contingent right to receive one share of the Company's Class A Common Stock.
  • [F3]Shares of the Company's Class A Common Stock withheld to pay applicable taxes.
  • [F4]The RSUs will vest fully on June 2, 2027.
  • [F5]2,863 of the RSUs were originally granted on June 3, 2025, under the Company's 2023 Incentive Award Plan (the "Plan") and subsequent RSUs were granted pursuant to dividend equivalent rights. The original RSUs and the related RSUs received pursuant to dividend equivalent rights vested fully on June 3, 2026.
  • [F6]Represents the payment of cash in lieu of a fractional share related to the RSUs described above in accordance with the Plan and the cancellation of the corresponding fractional RSU.
Signature
/s/ Melissa Glass, on behalf of Zein Abdalla, by Power of Attorney|2026-06-04

Documents

1 file
  • 4
    wk-form4_1780603767.xmlPrimary

    FORM 4