Diaz Kathryn 4

What Happened Kathryn Diaz, Chief People Officer of Cognizant Technology Solutions (CTSH), had 744 restricted stock units (RSUs) vest on March 1, 2026. Of those, 386 shares were withheld to cover tax withholding at $64.43 per share (total value withheld ~$24,870) and the remaining 358 shares were issued to her. The filing shows the RSU conversion (derivative exercise) and the share-withholding for taxes; this is a routine vesting event rather than an open-market buy or sell.

Key Details

• Transaction date: March 1, 2026; Form 4 filed March 3, 2026 (timely filing).
• Vesting: 744 RSUs converted to 744 shares (reported as derivative exercise).
• Tax withholding: 386 shares withheld at $64.43 each for taxes, total ~$24,870 (reported as a disposition).
• Net shares delivered to insider: 358 shares.
• Shares owned after transaction: not specified in this filing.
• Relevant footnotes: F1–F4 explain these were 1/12th quarterly vesting of an 8,919-RSU grant made Feb 28, 2024 (RSUs vest quarterly through Mar 1, 2027); RSUs convert to one share each; withholding was to pay taxes.

Context This was a standard RSU vesting and share-withholding (net settlement) to cover tax obligations, not an open-market sale or purchase. The filing uses derivative/option-conversion codes because RSUs convert to shares on the vesting date; withholding of shares to satisfy tax liabilities is common and does not, by itself, indicate a change in insider sentiment.