Gummadi Surya 4

4 · COGNIZANT TECHNOLOGY SOLUTIONS CORP · Filed Feb 18, 2026

AI-generated summary of this filing

Updated Feb 18, 2026

Cognizant (CTSH) President Surya Gummadi Receives RSU Shares; 736 Withheld

What Happened

Surya Gummadi, President – Americas at Cognizant (CTSH), had restricted stock units (RSUs) convert into 1,383 shares on Feb 16, 2026 (754 + 629 shares).
Of those, 736 shares were withheld to satisfy tax withholding at $66.55 per share, totaling about $48,981. Net shares retained by Gummadi from this vesting = 647 shares.
This was not an open-market purchase or voluntary sale; it was vesting/conversion of previously granted RSUs with routine tax withholding.

Key Details

Transaction date: 2026-02-16; Form 4 filed: 2026-02-18 (filed within typical 2‑business‑day window).
Reported actions/codes: M = exercise/conversion of derivative (RSU → shares); F = shares withheld to pay taxes. Some lines show $0.00 for conversion (standard for RSU-to-share conversion).
Shares acquired: 1,383 (754 + 629). Shares withheld for taxes: 736 @ $66.55 = $48,981. Net shares received: 647.
Shares owned following the transaction: not disclosed in the provided data.
Footnotes: these shares come from RSU grants dated Feb 16, 2023 that fully vested on Feb 16, 2026 (see F1–F5 for vesting schedule details).

Context

This was a conversion of vested RSUs and a routine net-share withholding to cover tax obligations (a common practice, not an open-market sale).
Vesting/withholding transactions generally reflect compensation vesting rather than a buy/sell decision; they shouldn't be read as a direct bullish or bearish signal by themselves.

Form 4

Period: 2026-02-16

President - Americas

Transactions

Exercise/Conversion
Class A Common Stock
[F1][F2]
2026-02-16+754→ 26,395 total
Exercise/Conversion
Class A Common Stock
[F1][F2]
2026-02-16+629→ 27,024 total
Tax Payment
Class A Common Stock
[F3]
2026-02-16$66.55/sh−736$48,981→ 26,288 total
Exercise/Conversion
Restricted Stock Units
[F2][F4]
2026-02-16−754→ 0 total
→ Class A Common Stock (754 underlying)
Exercise/Conversion
Restricted Stock Units
[F2][F5]
2026-02-16−629→ 0 total
→ Class A Common Stock (629 underlying)

Footnotes (5)

[F1]Shares of Class A Common Stock of Cognizant Technology Solutions Corporation (the "Company") received from the fully vested restricted stock unit ("RSU") award granted on February 16, 2023.
[F2]Each RSU represents a contingent right to receive one share of the Company's Class A Common Stock.
[F3]Shares of the Company's Class A Common Stock withheld to pay applicable taxes.
[F4]A total of 9,041 RSUs were originally granted on February 16, 2023 under the Company's 2017 Incentive Award Plan and such originally granted amount began vesting in quarterly installments over three years, commencing on May 16, 2023, with 1/12th of such RSUs vesting on each quarterly vesting date and the remainder of the RSUs were fully vested on February 16, 2026.
[F5]A total of 15,069 RSUs were originally granted on February 16, 2023 under the Company's 2017 Incentive Award Plan and such originally granted amount began vesting in quarterly installments over three years, commencing on May 16, 2023, with (i) 1/8th of such RSUs vesting on each of the first four vesting dates; (ii) 2/3rds of 1/8th of such RSUs vesting on each of the successive four vesting dates; (iii) 1/3rd of 1/8th of such RSUs vesting on each of the next three successive vesting dates; and (iv) the remainder of the RSUs were fully vested on February 16, 2026.

Signature

/s/ Melissa Glass, on behalf of Surya Gummadi, by Power of Attorney|2026-02-18

1 file