Kerdman Alina 4
4 · COGNIZANT TECHNOLOGY SOLUTIONS CORP · Filed Feb 18, 2026
Research Summary
AI-generated summary of this filing
Cognizant (CTSH) SVP Alina Kerdman Exercises RSUs, Sells 160 Shares
What Happened
Alina Kerdman, SVP, Controller & CAO of Cognizant Technology Solutions (CTSH), had 235 restricted stock units (RSUs) vest and convert to common shares on Feb 16, 2026. Of those, 81 shares were withheld to cover taxes (reported value $5,391) and 160 shares were sold in an open-market transaction on Feb 17, 2026 for $66.75 each, netting $10,680. The RSUs were originally granted on Feb 16, 2023 and fully vested on Feb 16, 2026.
Key Details
- Transaction dates/prices:
- Feb 16, 2026: 235 RSUs converted to 235 shares (exercise/conversion of derivative, code M).
- Feb 16, 2026: 81 shares withheld for taxes at $66.55 per share (code F), value $5,391.
- Feb 17, 2026: 160 shares sold in open market at $66.75 per share (code S), proceeds $10,680.
- Footnotes: Each RSU equals one share; the 235 shares came from RSUs granted Feb 16, 2023 (total original grant was 2,817 RSUs for that grant series). Sales were executed under a Rule 10b5-1 trading plan adopted Aug 19, 2025.
- Shares owned after the transaction: not disclosed in the provided Form 4.
- Filing timeliness: Report filed Feb 18, 2026 for transactions on Feb 16–17, 2026 (timely filing).
Context
This was a routine vesting and tax-withholding event followed by an open-market sale, not a cash purchase. RSU vesting with share withholding to cover taxes is common (tax-withholding reported with code F). The sale was executed under a pre-established 10b5-1 plan, which indicates the trade was planned in advance rather than an opportunistic insider sale. As always, such routine insider sales don't necessarily reflect a change in company outlook.
Insider Transaction Report
- Exercise/Conversion
Class A Common Stock
[F1][F2]2026-02-16+235→ 871 total - Tax Payment
Class A Common Stock
[F3]2026-02-16$66.55/sh−81$5,391→ 790 total - Sale
Class A Common Stock
[F4]2026-02-17$66.75/sh−160$10,680→ 630 total - Exercise/Conversion
Restricted Stock Units
[F2][F5]2026-02-16−235→ 0 total→ Class A Common Stock (235 underlying)
Footnotes (5)
- [F1]Shares of Class A Common Stock of Cognizant Technology Solutions Corporation (the "Company") received from the fully vested restricted stock unit ("RSU") award granted on February 16, 2023.
- [F2]Each RSU represents a contingent right to receive one share of the Company's Class A Common Stock.
- [F3]Shares of the Company's Class A Common Stock withheld to pay applicable taxes.
- [F4]The sales reported on this Form 4 were executed pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 19, 2025.
- [F5]A total of 2,817 RSUs were originally granted on February 16, 2023 under the Company's 2017 Incentive Award Plan and such originally granted amount began vesting in quarterly installments over three years, commencing on May 16, 2023, with 1/12th of such RSUs vesting on each quarterly vesting date and the remainder of the RSUs were fully vested on February 16, 2026.