|4Feb 12, 4:30 PM ET

Abate George Joseph 4

4 · CONDUENT Inc · Filed Feb 12, 2026

Research Summary

AI-generated summary of this filing

Updated

Conduent (CNDT) Principal Accounting Officer Abate Receives Award

What Happened
George Joseph Abate, Principal Accounting Officer of Conduent Inc. (CNDT), received 1,296 shares of common stock upon the vesting of performance restricted stock units (PRSUs). At the same time, 1,155 shares were withheld to cover tax obligations (612 and 543 shares at $1.43/share, totaling $1,651) and 1,461 shares were forfeited/disposed to the issuer (no cash proceeds).

Key Details

  • Transaction dates: vesting and related actions certified on Feb 10, 2026; Form 4 filed Feb 12, 2026 (filed within the typical 2-business-day window).
  • Shares acquired (A): 1,296 shares @ $0.00 (issued upon vesting).
  • Shares withheld for taxes (F): 612 shares @ $1.43 = $875 and 543 shares @ $1.43 = $776 (total ~$1,651).
  • Disposition to issuer (D): 1,461 shares @ $0.00 (partial forfeiture).
  • Shares owned after the transactions: not specified in the provided filing excerpt.
  • Notable footnotes: (F1) 1,461-share forfeiture was a partial forfeiture of PRSUs tied to a total shareholder return (TSR) performance condition (payout 50%); (F3) the 1,296 shares reflect PRSUs tied to a revenue growth performance condition (payout ~22%). (F2) confirms shares were withheld to pay taxes. Payouts were certified by the Compensation Committee on Feb 10, 2026.

Context
These transactions reflect the vesting/settlement and tax withholding of performance-based equity awards, not an open-market sale or a purchase. The forfeiture and partial payouts reflect the company’s pre-established performance metrics (TSR and revenue growth) for awards granted April 1, 2023. Tax-withholding via share surrender is routine and does not by itself indicate insider sentiment.

Insider Transaction Report

Form 4
Period: 2026-02-10
Abate George Joseph
Principal Accounting Officer
Transactions
  • Disposition to Issuer

    Common Stock

    [F1]
    2026-02-101,46172,412 total
  • Tax Payment

    Common Stock

    [F2]
    2026-02-10$1.43/sh612$87571,800 total
  • Award

    Common Stock

    [F3]
    2026-02-10+1,29673,096 total
  • Tax Payment

    Common Stock

    [F2]
    2026-02-10$1.43/sh543$77672,553 total
Footnotes (3)
  • [F1]This represents the partial forfeiture of performance restricted stock units granted on April 1, 2023 that were subject to vesting based upon a pre-established total shareholder return performance condition for the period of April 1, 2023 through December 31, 2025. Such performance restricted stock units vested on December 31, 2025, with a payout percentage of 50%, which was certified by Conduent Incorporated's Compensation Committee on February 10, 2026.
  • [F2]Shares withheld to pay for taxes on Performance Restricted Stock Units that have vested.
  • [F3]This represents the number of shares of common stock issued upon the vesting of certain performance restricted stock units granted to the reporting person on April 1, 2023 that were subject to vesting based upon a pre-established revenue growth performance condition for the period of January 1, 2023 through December 31, 2025. Such performance restricted stock units vested on December 31, 2025, with a payout percentage of approximately 22%, which was certified by Conduent Incorporated's Compensation Committee on February 10, 2026.
Signature
/s/Michael Krawitz, attorney-in-fact|2026-02-12

Documents

1 file
  • 4
    wk-form4_1770931851.xmlPrimary

    FORM 4