Cognizant (CTSH) CLO John Sunshin Receives RSUs, Sells Shares for Taxes

What Happened
John Kim Sunshin, Chief Legal Officer, Chief Administrative Officer & Corporate Secretary of Cognizant Technology Solutions (CTSH), had RSUs vest on September 1, 2026. A total of 4,402 shares were issued upon conversion of RSUs; 2,385 of those shares were withheld to satisfy tax obligations at $64.58 per share (total value withheld $154,023). The remaining 2,017 shares were delivered to him net of withholding.

Key Details

• Transaction date: September 1, 2026. Form 4 filed September 3, 2026 (timely).
• Vesting/conversion reported as derivative exercises (code M); tax withholding reported as payment of tax liability (code F).
• Shares issued (vested): 1,274 + 478 + 2,242 + 408 = 4,402 shares.
• Shares withheld for taxes: 2,385 shares at $64.58/share = $154,023. Net shares received: 2,017.
• Vesting sources: RSU awards granted Feb 28, 2024 and Feb 25, 2026 (see footnotes describing vesting schedules).
• Footnote indicates F6: shares withheld to pay applicable taxes.
• Shares owned after transaction: not disclosed in the provided Form 4 excerpt.

Context

• These transactions reflect RSU vesting (conversion of restricted stock units into common shares) with a cashless tax withholding — a routine event for many executive equity awards, not an open-market purchase or sale driven by intent to trade.
• Transaction codes: M = exercise/conversion of derivative (RSU conversion); F = payment of exercise price or tax liability (share withholding).
• No indication of a 10% owner transaction or a 10b5-1 plan in the provided filing excerpt.