Dineen John M. 4
4 · COGNIZANT TECHNOLOGY SOLUTIONS CORP · Filed Mar 2, 2026
Research Summary
AI-generated summary of this filing
Cognizant (CTSH) Director John M. Dineen Receives RSU Award
What Happened
- John M. Dineen, a director of Cognizant Technology Solutions Corp. (CTSH), was granted a total of 153.04 restricted stock units (RSUs) on February 26, 2026. The awards are reported as derivative acquisitions at $0 (standard for RSU grants); actual cash value will depend on CTSH share price when/if settled. This is an award (compensation), not an open-market purchase or sale.
Key Details
- Transaction date: 2026-02-26; filing date: 2026-03-02 (reporting period 2026-02-26). No late-filing flag indicated in the provided extract.
- Grant details: three entries — 102.246 RSUs, 36.13 RSUs, and 14.664 RSUs, totaling 153.04 RSUs; each RSU represents a right to receive one share of Class A common stock (per footnotes).
- Price: $0.00 per unit (award). No immediate cash exchanged.
- Shares owned after transaction: not disclosed in the provided excerpt.
- Footnote highlights:
- Some units reflect dividend-equivalent RSUs tied to prior grants.
- Portions are fully vested but the reporting person has elected to defer settlement under the company's Non-Employee Director Compensation Guidelines.
- One portion will vest fully on June 3, 2026; deferred settlement triggers include change in control, death/permanent disability, or scheduled post-termination installments (varies by tranche).
Context
- RSU awards are a form of compensation; they do not indicate an open-market purchase or sale by the insider. Because several tranches are deferred even if vested, the RSUs may not convert into shares (or be sold) until a future settlement event. For retail investors, awards increase potential future insider exposure but are common part of director compensation and not a direct buy/sell signal.
Insider Transaction Report
Form 4
Dineen John M.
Director
Transactions
- Award
Restricted Stock Units
[F1][F2]2026-02-26+102.246→ 20,232.311 total→ Class A Common Stock (102.246 underlying) - Award
Restricted Stock Units
[F1][F3]2026-02-26+36.13→ 7,149.38 total→ Class A Common Stock (36.13 underlying) - Award
Restricted Stock Units
[F4][F5]2026-02-26+14.664→ 2,901.614 total→ Class A Common Stock (14.664 underlying)
Footnotes (5)
- [F1]Reflects restricted stock units received pursuant to dividend equivalent rights accrued on previously outstanding restricted stock units. Each restricted stock unit represents a right to receive one share of Class A Common Stock of the Company.
- [F2]The restricted stock units are fully vested. The Reporting Person has elected, pursuant to the Company's Non-Employee Director Compensation Guidelines (the "Guidelines"), to defer settlement of such restricted stock units until the first to occur of (1) a change in control, (2) the death or permanent disability of the Reporting Person, or (3) the first July 1 following the date of the Reporting Person's termination of service (other than due to death or permanent disability).
- [F3]The restricted stock units are fully vested. The Reporting Person has elected, pursuant to the Company's Guidelines, to defer settlement of such restricted stock units until the first to occur of (1) a change in control, (2) the death or permanent disability of the Reporting Person, or (3) in three equal installments on July 1 in the first, second and third years following the date of the Reporting Person's termination of service (other than due to death or permanent disability).
- [F4]Reflects restricted stock units received pursuant to dividend equivalent rights accrued on previously outstanding restricted stock units. Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock of the Company.
- [F5]The restricted stock units will vest fully on June 3, 2026. The Reporting Person has elected, pursuant to the Company's Guidelines, to defer settlement of such restricted stock units until the first to occur of (1) a change in control, (2) the death or permanent disability of the Reporting Person, or (3) in three equal installments on July 1 in the first, second and third years following the date of the Reporting Person's termination of service (other than due to death or permanent disability).
Signature
/s/ Melissa Glass, on behalf of John M. Dineen, by Power of Attorney|2026-03-02