Kim John Sunshin 4

What Happened

• John Sunshin, Cognizant CLO, CAO & Corporate Secretary, had a total of 4,400 restricted stock units (RSUs) vest and convert to shares on June 1, 2026. Per the Form 4, 2,388 shares were withheld to cover tax liability at $55.76 per share, totaling $133,155. The vesting/conversion lines are reported as derivative exercises/conversions (transaction code M) and the withholding is reported under code F. Net shares delivered to Sunshin after withholding: 2,012.

Key Details

• Transaction date: June 1, 2026 (filed June 3, 2026).
• Vesting/conversion: 1,274 + 478 + 2,241 + 407 = 4,400 shares (reported as M transactions).
• Tax withholding: 2,388 shares disposed to cover taxes at $55.76/share = $133,155 (F transaction).
• Net received: 2,012 shares retained by the insider after withholding.
• Notable footnotes: shares arise from multiple RSU grants (grants dated Feb 28, 2024 and Feb 25, 2026 per filing footnotes); each RSU converts to one share. Footnote F3 notes 307 shares were previously acquired under the ESPP and are referenced in holdings. Shares withheld (F) were surrendered to pay taxes.
• Filing timeliness: Form 4 filed two days after the June 1 transaction (no late filing indicated).

Context

• These were RSU vesting/conversion events (derivative conversion), not open-market purchases or sales. The conversion of RSUs to shares and withholding to pay taxes is a routine administrative transaction and does not necessarily signal a buy/sell view by the insider.
• Transaction codes: M = exercise/conversion of derivative (here, RSU vesting to shares); F = payment of tax liability via share withholding.