Kerdman Alina 4
4 · COGNIZANT TECHNOLOGY SOLUTIONS CORP · Filed Apr 3, 2026
Research Summary
AI-generated summary of this filing
Cognizant (CTSH) SVP Alina Kerdman Sells Shares After RSU Vest
What Happened
Alina Kerdman, SVP, Controller & CAO of Cognizant Technology Solutions (CTSH), had 207 restricted stock units (RSUs) vest on April 1, 2026 (conversion/exercise), of which 70 shares were withheld to satisfy taxes (value ~$4,295). Following the vesting, 194 shares were sold in an open-market transaction on April 2, 2026 at $61.29 per share for proceeds of $11,890. The RSU conversion and related disposition are reported on the Form 4.
Key Details
- Transaction dates/prices:
- Apr 1, 2026: 207 RSUs vested (conversion/derivative event).
- Apr 1, 2026: 70 shares withheld for taxes at $61.35 (tax withholding; ~$4,295).
- Apr 2, 2026: 194 shares sold open market at $61.29 ($11,890).
- Sale execution: The open-market sale was executed under a Rule 10b5-1 trading plan adopted Aug 19, 2025 (footnote F5).
- RSU plan details: The shares arose from the vesting of part of a July 1, 2025 RSU grant (footnotes F1, F6); each RSU equals one share (F2).
- Other note: Filing includes reference to 307 shares acquired Mar 31, 2026 under the ESPP (F3).
- Shares owned after transaction: Not specified in the excerpt of the Form 4 provided.
- Timeliness: Report covers transactions on Apr 1–2, 2026 and was filed Apr 3, 2026 (no late filing flag indicated).
Context
This was a routine vesting and follow-up disposition: RSUs vested (converted to shares), some were withheld to cover taxes (a cashless tax withholding), and remaining shares were sold under a pre-established 10b5-1 plan. Such sales are commonly used for tax or diversification purposes and do not, by themselves, indicate management sentiment about the company.
Insider Transaction Report
- Exercise/Conversion
Class A Common Stock
[F1][F2][F3]2026-04-01+207→ 1,141 total - Tax Payment
Class A Common Stock
[F4]2026-04-01$61.35/sh−70$4,295→ 1,071 total - Sale
Class A Common Stock
[F5]2026-04-02$61.29/sh−194$11,890→ 877 total - Exercise/Conversion
Restricted Stock Units
[F2][F6]2026-04-01−207→ 1,037 total→ Class A Common Stock (207 underlying)
Footnotes (6)
- [F1]Shares of Class A Common Stock of Cognizant Technology Solutions Corporation (the "Company") received from the vesting of 2/3rds of 1/6th of the restricted stock unit ("RSU") award granted on July 1, 2025.
- [F2]Each RSU represents a contingent right to receive one share of the Company's Class A Common Stock.
- [F3]Includes 307 shares acquired on March 31, 2026 under the Company's 2004 Employee Stock Purchase Plan, as amended from time to time.
- [F4]Shares of the Company's Class A Common Stock withheld to pay applicable taxes.
- [F5]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.
- [F6]A total of 1,864 RSUs were originally granted on July 1, 2025 under the Company's 2023 Incentive Award Plan and such originally granted amount began vesting in ten successive quarterly installments, commencing on October 1, 2025, with (i) 1/6th of such RSUs vesting on the first two vesting dates; (ii) 2/3rds of 1/6th of such RSUs vesting on each of the four successive vesting dates; (iii) 1/3rd of 1/6th of such RSUs vesting on each of the three successive vesting dates; and (iv) the remainder of such RSUs vesting on the tenth vesting date (January 1, 2028).