Patsalos-Fox Michael 4
4 · COGNIZANT TECHNOLOGY SOLUTIONS CORP · Filed Jun 4, 2026
Research Summary
AI-generated summary of this filing
Cognizant (CTSH) Director Michael Patsalos-Fox Receives RSUs
What Happened
Michael Patsalos-Fox, a director of Cognizant Technology Solutions Corporation (CTSH), received shares from the vesting/conversion of restricted stock units (RSUs). The filing records the acquisition of 4,171 shares (RSU vesting/conversion) and conversion/exercise entries for 2,919 derivative units. A fractional 0.626 share related to the vesting was paid out in cash to the issuer for $35.
Key Details
- Transactions reported: June 2–3, 2026; Form 4 filed June 4, 2026 (appears timely).
- Acquired: 4,171 shares via RSU award/vesting (recorded at $0.00 per share).
- Conversion/exercise entries: 2,919 derivative units recorded as converted/exercised (reported at $0.00).
- Disposition to issuer: 0.626 fractional share sold for $55.14 per share, total $35 (cash in lieu of fractional share).
- Shares owned after the transactions: not specified in the provided filing details.
- Notable footnotes:
- Each RSU represents the right to one share (F2).
- The shares here were received in connection with vesting of RSUs granted June 3, 2025 and related dividend-equivalent RSUs; the reporting person received only whole shares and the fractional share was paid in cash (F1, F5, F6).
- A family LLC (PFOXFAMILY LLC) and related trust are disclosed as relevant to ownership reporting (F3).
- The filing also notes other RSUs with vesting scheduled for June 2, 2027 (F4).
Context
- These entries reflect RSU vesting/conversion rather than an open-market purchase or a voluntary sale; the $0.00 per-share amounts are typical for RSU conversions (non-cash awards).
- The only cash value reported in the filing is $35 paid in lieu of a fractional share.
- For retail investors: vesting of executive/director RSUs is a routine compensation event and does not by itself indicate a bullish or bearish signal.
Insider Transaction Report
Form 4
Patsalos-Fox Michael
Director
Transactions
- Exercise/Conversion
Class A Common Stock
[F1][F2]2026-06-03+2,919→ 32,648 total - Award
Restricted Stock Units
[F2][F4]2026-06-02+4,171→ 4,171 total→ Class A Common Stock (4,171 underlying) - Exercise/Conversion
Restricted Stock Units
[F2][F5]2026-06-03−2,919→ 0.626 total→ Class A Common Stock (2,919 underlying) - Disposition to Issuer
Restricted Stock Units
[F2][F6][F5]2026-06-03$55.14/sh−0.626$35→ 0 total→ Class A Common Stock (0.626 underlying)
Holdings
- 6,775(indirect: By LLC)
Class A Common Stock
[F3]
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]All of the membership interests of the PFOXFAMILY LLC are held by a trust for the benefit of the reporting person's children and for which the reporting person's spouse is the co-trustee.
- [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 Michael Patsalos-Fox, by Power of Attorney|2026-06-04