Dalal Jatin P 4

What Happened Jatin P. Dalal, Chief Financial Officer of Cognizant Technology Solutions (CTSH), received equity awards on February 25, 2026 consisting of 35,463 restricted stock units (RSUs), 12,228 RSUs with a stepped quarterly vesting schedule, and 28,521 performance stock units (PSUs). Each award was granted at $0.00 (i.e., a compensation grant/award, transaction code A) — these are contingent rights to receive shares if vesting and performance conditions are met, not open-market purchases or sales.

Key Details

• Transaction date: February 25, 2026; Form 4 filed February 27, 2026 (timely filing).
• Award amounts: 35,463 RSUs; 12,228 RSUs (different quarterly vesting pattern); 28,521 PSUs (performance-based).
• Grant price: $0.00 per unit (awarded, no cash paid).
• Vesting:
  • 35,463 RSUs vest in 12 successive quarterly installments starting June 1, 2026 and fully vest by March 1, 2029.
  • 12,228 RSUs vest on a more complex 12-quarter schedule with 1/8th and fractional installments, completing by March 1, 2029.
  • The PSUs reflect a performance determination by the Compensation Committee (~121% of target) and, per the award terms, are slated to vest and settle in shares on March 15, 2026 provided Dalal remains employed through that date.
• Shares owned after the transaction: not specified in this filing.
• Filing status: not reported as late.

Context

• RSUs: once vested, each RSU converts into one share of Class A common stock (subject to tax withholding). These awards are compensation and are common for executives; they do not involve immediate cash purchase or sale.
• PSUs: payout depends on pre-set performance metrics; the Committee’s ~121% determination means a greater-than-target payout, but actual settlement requires continued employment through the settlement date.
• For retail investors: grants are routine executive compensation and do not by themselves signal buying or selling intent.