Dalal Jatin P 4
4 · COGNIZANT TECHNOLOGY SOLUTIONS CORP · Filed Jun 3, 2026
Research Summary
AI-generated summary of this filing
Cognizant (CTSH) CFO Jatin Dalal Receives RSUs; 3,511 Shares Withheld
What Happened
- Jatin P. Dalal, Chief Financial Officer of Cognizant Technology Solutions (CTSH), received 6,448 shares upon conversion/vesting of restricted stock units (RSUs) on June 1, 2026. Of those, 3,511 shares were withheld to satisfy tax withholding at an effective value of $55.76 per share, totaling $195,773. The RSU conversions are reported as derivative exercises (code M) and the withholding as payment of tax liability (code F). Exercise/conversion price for the RSUs was $0.00 (typical for RSU vesting). Net shares issued to Dalal after withholding: 2,937.
Key Details
- Transaction date: 2026-06-01; Form 4 filed: 2026-06-03 (filed timely).
- Gross shares vesting: 6,448 (1,965 + 2,955 + 1,528).
- Shares withheld for taxes: 3,511 at $55.76/share = $195,773.
- Net shares delivered to insider: 2,937.
- Footnotes: Vesting came from three RSU awards — 23,572 RSUs (granted 2/28/2024, quarterly vesting over 3 years), 35,463 RSUs (granted 2/25/2026, quarterly vesting over 3 years), and 12,228 RSUs (granted 2/25/2026 with a staged 1/8th-based schedule). Each RSU converts to one share on vesting.
- Transaction codes: M = exercise/conversion of derivative (RSU → shares); F = shares withheld to pay tax liability.
Context
- This was not an open-market purchase or sale signaling a trading view; it reflects routine RSU vesting and standard cashless tax withholding. For options/derivative items like RSUs, "exercise/conversion" simply means the contingent right converted into company shares on the vesting date. The filing appears timely (reported within the required window).
Insider Transaction Report
Form 4
Dalal Jatin P
Chief Financial Officer
Transactions
- Exercise/Conversion
Class A Common Stock
[F1][F2]2026-06-01+1,965→ 55,991 total - Exercise/Conversion
Class A Common Stock
[F3][F2]2026-06-01+2,955→ 58,946 total - Exercise/Conversion
Class A Common Stock
[F4][F2]2026-06-01+1,528→ 60,474 total - Tax Payment
Class A Common Stock
[F5]2026-06-01$55.76/sh−3,511$195,773→ 56,963 total - Exercise/Conversion
Restricted Stock Units
[F2][F6]2026-06-01−1,965→ 5,893 total→ Class A Common Stock (1,965 underlying) - Exercise/Conversion
Restricted Stock Units
[F2][F7]2026-06-01−2,955→ 32,508 total→ Class A Common Stock (2,955 underlying) - Exercise/Conversion
Restricted Stock Units
[F2][F8]2026-06-01−1,528→ 10,700 total→ Class A Common Stock (1,528 underlying)
Footnotes (8)
- [F1]Shares of Class A Common Stock of Cognizant Technology Solutions Corporation (the "Company") received from the vesting of 1/12th of the restricted stock unit ("RSU") award granted on February 28, 2024.
- [F2]Each RSU represents a contingent right to receive one share of the Company's Class A Common Stock.
- [F3]Shares of Class A Common Stock of the Company received from the vesting of 1/12th of the RSU award granted on February 25, 2026.
- [F4]Shares of Class A Common Stock of the Company received from the vesting of 1/8th of the RSU award granted on February 25, 2026.
- [F5]Shares of the Company's Class A Common Stock withheld to pay applicable taxes.
- [F6]A total of 23,572 RSUs were originally granted on February 28, 2024 under the Company's 2023 Incentive Award Plan and such originally granted amount began vesting in quarterly installments over three years, commencing on June 1, 2024, with 1/12th of such RSUs vesting on each quarterly vesting date so that such RSUs will be fully vested on the twelfth quarterly vesting date (March 1, 2027).
- [F7]A total of 35,463 RSUs were originally granted on February 25, 2026 under the Company's 2023 Incentive Award Plan and such originally granted amount began vesting in quarterly installments over three years, commencing on June 1, 2026, with 1/12th of such RSUs vesting on each quarterly vesting date so that such RSUs will be fully vested on the twelfth quarterly vesting date (March 1, 2029).
- [F8]A total of 12,228 were originally granted on February 25, 2026 under the Company's 2023 Incentive Award Plan and such originally granted amount began vesting in quarterly installments over three years, commencing on June 1, 2026, 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 successive three vesting dates; and (iv) the remainder of such RSUs vesting on the twelfth vesting date (March 1, 2029).
Signature
/s/ Melissa Glass, on behalf of Jatin P. Dalal, by Power of Attorney|2026-06-03