Schot Abraham 4
4 · COGNIZANT TECHNOLOGY SOLUTIONS CORP · Filed Jun 4, 2026
Research Summary
AI-generated summary of this filing
Cognizant (CTSH) Director Abraham Receives RSUs, Converts Vested Shares
What Happened
Schot Abraham, a director of Cognizant Technology Solutions (CTSH), received a new grant of 4,171 restricted stock units (RSUs) on 2026-06-02 and had prior RSUs vest and convert to shares on 2026-06-03. The vesting/conversion produced 2,919 shares; 29 of those shares were withheld to satisfy tax withholding (29 × $55.14 = $1,599) and a fractional 0.626 share was paid out in cash (~$35). The new 4,171 RSU award is a derivative award (no cash consideration) and is scheduled to vest on June 2, 2027.
Key Details
- Transaction dates: Grant (A) of 4,171 RSUs on 2026-06-02; vesting/conversion (M) and related tax withholding (F) on 2026-06-03. Filing date: 2026-06-04 (timely).
- Prices/values: Tax withholding: 29 shares × $55.14 = $1,599; cash in lieu of fractional share: ~$35. RSUs themselves recorded at $0 (derivative award).
- Shares received/retained: 2,919 vested RSUs converted to shares; 29 shares withheld for taxes; 0.626 fractional share paid in cash.
- Footnotes of note: Each RSU represents a contingent right to receive one share; the 4,171 RSUs granted on 6/2/26 vest on 6/2/27 (F4). The vested RSUs on 6/3/26 related to a 6/3/25 grant and dividend-equivalent RSUs (F1, F5). Fractional RSU was cancelled and paid in cash per plan (F6).
- Shares owned after the transactions are not disclosed in the provided excerpt.
Context
- RSUs are grants that convert into common shares upon vesting; no cash purchase is required. The conversion here was effectively a vesting event followed by standard tax withholding (share‑withholding and cash in lieu of a fractional share).
- This filing reflects routine equity compensation activity (award grant + vesting/withholding) by a director, not an open‑market purchase or sale indicating direct bullish/sell sentiment.
Insider Transaction Report
Form 4
Schot Abraham
Director
Transactions
- Exercise/Conversion
Class A Common Stock
[F1][F2]2026-06-03+2,919→ 14,652 total - Tax Payment
Class A Common Stock
[F3]2026-06-03$55.14/sh−29$1,599→ 14,623 total - Award
Restricted Stock Units
[F2][F4]2026-06-02+4,171→ 4,171 total→ Class A Common Stock (4,171 underlying) - Exercise/Conversion
Restricted Stock Units
[F2][F5]2026-06-03−2,919→ 0.626 total→ Class A Common Stock (2,919 underlying) - Disposition to Issuer
Restricted Stock Units
[F2][F6][F5]2026-06-03$55.14/sh−0.626$35→ 0 total→ Class A Common Stock (0.626 underlying)
Footnotes (6)
- [F1]Shares of Class A Common Stock of Cognizant Technology Solutions Corporation (the "Company") received in connection with the vesting of 100% of the restricted stock unit ("RSU") award granted on June 3, 2025, and the related RSUs received pursuant to dividend equivalent rights; provided, however, that the reporting person was only entitled to receive whole shares and the fractional share related thereto was disposed of separately.
- [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]The RSUs will vest fully on June 2, 2027.
- [F5]2,863 of the RSUs were originally granted on June 3, 2025, under the Company's 2023 Incentive Award Plan (the "Plan") and subsequent RSUs were granted pursuant to dividend equivalent rights. The original RSUs and the related RSUs received pursuant to dividend equivalent rights vested fully on June 3, 2026.
- [F6]Represents the payment of cash in lieu of a fractional share related to the RSUs described above in accordance with the Plan and the cancellation of the corresponding fractional RSU.
Signature
/s/ Melissa Glass, on behalf of Abraham Schot, by Power of Attorney|2026-06-04