Varrier Rajesh 4

What Happened
Rajesh Varrier, President Operations CMD India at Cognizant (CTSH), had a total of 1,271 restricted stock units (RSUs) vest on June 15, 2026 (749 + 272 + 250). Those RSUs converted into common shares (derivative exercise/conversion). To satisfy tax withholding, 466 of the newly issued shares were withheld and disposed at $52.17 per share for total withholding proceeds of $24,311. The remaining 805 shares were retained by Varrier.

Key Details

• Transaction date: 2026-06-15; Form 4 filed: 2026-06-17 (timely filing).
• Actions reported: exercise/conversion of RSUs (transaction code M) and withholding/disposition of shares for taxes (transaction code F).
• Shares vesting: 749, 272 and 250 shares (total 1,271). Shares withheld for taxes: 466 @ $52.17 = $24,311. Net shares retained from this vesting: 805.
• Derivative lines showing $0.00 represent the conversion of RSUs into ordinary shares (no cash exercise price).
• Footnotes: Vesting relates to RSU grants under the company’s 2023 Incentive Award Plan — grants include awards from Sept 3, 2024 and Mar 3, 2025 with staggered quarterly vesting schedules (see F1–F8). F5 notes shares were withheld to pay applicable taxes.
• Filing does not disclose total companywide holdings after this transaction in the provided summary; net newly acquired shares from this vesting = 805.

Context
This was not a market purchase or sale for investment proceeds but routine RSU vesting with shares withheld to cover tax obligations (a common, non-speculative administrative action). For derivative/RSU transactions, conversion to shares followed by withholding to pay taxes is standard and does not on its own indicate a buy/sell sentiment.