Form 4: Cognizant Chief People Officer Reports RSU Vesting

Cognizant Technology Solutions Corp's Chief People Officer, Kathryn Diaz, reported the vesting of restricted stock units and subsequent tax-related share disposition.

Summary

• Kathryn Diaz, Chief People Officer of Cognizant Technology Solutions Corp (CTSH), reported transactions related to her beneficial ownership.
• On December 1, 2025, 743 shares of Class A Common Stock vested from a restricted stock unit (RSU) award.
• Following the vesting, 371 shares were disposed of at a price of $77.71 per share to cover applicable taxes.
• Diaz now directly beneficially owns 17,454 shares of Class A Common Stock.
• She also beneficially owns 3,717 derivative securities in the form of Restricted Stock Units.
• The original RSU award of 8,919 units was granted on February 28, 2024, vesting quarterly over three years, with full vesting by March 1, 2027.

Sentiment

Score: 5

Explanation: The filing reports a routine, pre-scheduled insider transaction related to equity compensation. It has no material positive or negative implications for the company's operations or financial health.

Positives

• Vesting of 743 restricted stock units indicates continued long-term incentive alignment between management and shareholders.
• The transaction is part of a pre-scheduled vesting plan, demonstrating a predictable compensation structure.

Negatives

• 371 shares were sold to cover tax obligations, which is a common practice but reduces direct share ownership.

Future Outlook

NA

Management Comments

• The reported transactions reflect the vesting of a portion of a previously granted restricted stock unit award.
• Shares were withheld to satisfy tax obligations associated with the RSU vesting.

Industry Context

NA

Stakeholder Impact

• Shareholders: Minimal impact as this is a routine, pre-scheduled compensation event for an executive. It reflects ongoing executive incentive alignment.
• Employees: Reflects standard equity compensation practices for executives within the company.

Next Steps

• Continued quarterly vesting of the remaining 3,717 Restricted Stock Units until full vesting on March 1, 2027.

Key Dates

Keywords

Cognizant Technology Solutions, CTSH, Kathryn Diaz, Chief People Officer, Form 4, Insider Transaction, Restricted Stock Units, RSU Vesting, Stock Compensation