Diaz Kathryn 4

What Happened

• Kathryn Diaz, Chief People Officer of Cognizant Technology Solutions (CTSH), had restricted stock units (RSUs) vest on March 6, 2026. The filing shows conversion/exercise of derivative awards resulting in shares being issued and tax-withheld.
• Specifically, 468 RSU-derived shares were converted/issued, and 222 shares were withheld to satisfy tax withholding obligations at $65.78 per share, producing $14,603 in withheld taxes. A corresponding derivative entry for 468 shares is also reported (reflecting the conversion).

Key Details

• Transaction date: March 6, 2026.
• Report filed: March 10, 2026 (timely filing).
• Reported actions: Exercise/conversion of RSU-derived derivative (code M) and tax withholding (code F).
• Shares withheld for taxes: 222 shares at $65.78 per share = $14,603 withheld.
• Shares reported converted/issued: 468 shares (per the filing entries).
• Shares owned after transaction: Not specified in the provided excerpt of the filing.
• Footnotes of note:
  • The shares came from RSUs that were fully vested from a September 6, 2023 grant (each RSU = one share).
  • A total of 8,415 RSUs were originally granted and vested according to the schedule; the remainder fully vested on March 6, 2026.
  • The 222-share disposition was for tax withholding (routine; code F).

Context

• This was a routine vesting and tax-withholding event (not an open-market sale or purchase). When RSUs vest, companies commonly withhold some shares to cover taxes; that withholding does not necessarily indicate buying or selling sentiment.
• For retail investors, such filings are informational—they show executives receiving equity compensation and the mechanics used to satisfy taxes (net-share settlement), rather than an investment decision to buy or sell in the market.