Form 4: Cognizant Director Michael Patsalos-Fox Increases Holdings Through Dividend Equivalent Rights

Cognizant Technology Solutions Corp. Director Michael Patsalos-Fox has acquired additional deferred restricted stock units and restricted stock units through dividend equivalent rights, increasing his beneficial ownership.

Summary

• Michael Patsalos-Fox, a Director at Cognizant Technology Solutions Corp. (CTSH), acquired additional equity securities on May 28, 2025.
• He received 22.0073 Deferred Restricted Stock Units (DRSUs) as a result of dividend equivalent rights accrued on previously outstanding DRSUs.
• These 22.0073 DRSUs are fully vested and will be settled upon his termination of service from the Board, bringing his total direct beneficial ownership of DRSUs to 5,733.9838 units.
• Additionally, he acquired 13.1158 Restricted Stock Units (RSUs) through dividend equivalent rights accrued on previously outstanding RSUs.
• These 13.1158 RSUs will vest fully on June 4, 2025, increasing his total direct beneficial ownership of RSUs to 3,417.301 units.
• Both acquisitions were made at a price of $0, reflecting their nature as dividend equivalents.

Sentiment

Score: 6

Explanation: Slightly positive, as it indicates an increase in insider holdings through a routine, non-dilutive mechanism (dividend equivalents), aligning director interests with shareholders.

Positives

• The acquisition of additional units through dividend equivalent rights indicates a continued accumulation of equity by a director, aligning insider interests with shareholder value.
• The deferred restricted stock units are fully vested, providing immediate beneficial ownership, albeit with settlement upon termination of service.

Future Outlook

The newly acquired Restricted Stock Units are set to vest fully on June 4, 2025. The Deferred Restricted Stock Units are fully vested and will be settled upon the reporting person's termination of service from the Board.

Industry Context

This Form 4 filing reflects a routine insider transaction related to compensation and dividend equivalent rights, which is common practice for directors and executives in publicly traded companies across various industries, including technology services.

Stakeholder Impact

• Shareholders: Increased alignment of a director's interests with shareholders due to increased equity holdings.
• Employees: No direct impact on general employees from this specific filing.

Next Steps

• The Restricted Stock Units acquired on May 28, 2025, are scheduled to vest on June 4, 2025.
• The Deferred Restricted Stock Units will be settled upon Michael Patsalos-Fox's termination of service from the Board.

Key Dates

Keywords

Cognizant Technology Solutions Corp, CTSH, Michael Patsalos-Fox, Form 4, SEC filing, insider transaction, restricted stock units, deferred restricted stock units, dividend equivalent rights, beneficial ownership, director holdings