APPLEBY ADAM D 4

What Happened
Adam D. Appleby, Executive Vice President, Public Sector at Conduent (CNDT), was granted equity awards on April 1, 2026. The filing reports two grants: 244,360 restricted stock units (RSUs) valued at $1.33 each (total $324,999) and 122,180 performance restricted stock units (PRSUs) at $1.33 each (total $162,499), for a combined 366,540 units worth about $487,498. These are awards (code A) — not open-market purchases or sales — and convert to common stock only upon vesting.

Key Details

• Transaction date and price: April 1, 2026; $1.33 per unit for both grants.
• Award amounts: 244,360 RSUs and 122,180 PRSUs (total 366,540 units).
• Reported value: ~$324,999 (RSUs) + ~$162,499 (PRSUs) = ~$487,498 total.
• Shares owned after transaction: Not specified in the provided filing.
• Filing: Reported on April 3, 2026 (appears timely under Form 4 rules).
• Transaction code: A (award/grant).
• Footnotes of note:
  • RSUs vest in three equal installments on 12/31/2026, 12/31/2027 and 12/31/2028; each RSU converts to one share on vesting.
  • PRSUs require continued employment through 12/31/2028 plus a share-price performance condition measured by any 120-consecutive-day average during 4/1/2026–12/31/2028: 25% vests at $2.50 avg, 50% at $3.00, 75% at $4.00, 100% at $5.00 or more (with linear interpolation). PRSUs settle only in shares.
  • Vested PRSU shares are paid within 60 days after the vesting date.

Context
These grants are typical long‑term incentive awards: RSUs provide time‑based retention incentives, while PRSUs tie payout to both continued employment and stock‑price performance. Because these are awards (not purchases), they do not represent a cash outlay by the insider and do not by themselves indicate immediate buying or selling activity.