Form 4: Cognizant Director Sells Shares Under 10b5-1 Plan

Cognizant Technology Solutions Director Michael Patsalos-Fox sold 3,000 shares of Class A Common Stock for approximately $83.86 per share under a pre-arranged trading plan.

Summary

• Michael Patsalos-Fox, a Director at Cognizant Technology Solutions Corp (CTSH), reported a sale of Class A Common Stock.
• The transaction involved the disposition of 3,000 shares.
• The shares were sold at a weighted average price of $83.8571 per share.
• The sales were executed pursuant to a Rule 10b5-1 trading plan adopted by Mr. Patsalos-Fox on September 11, 2025.
• Following the transaction, Mr. Patsalos-Fox directly beneficially owns 44,729 shares of Class A Common Stock.
• Additionally, Mr. Patsalos-Fox indirectly beneficially owns 6,775 shares through PFOXFAMILY LLC, where membership interests are held by a trust for his children, with his spouse as co-trustee.

Sentiment

Score: 5

Explanation: The sentiment is neutral. The sale of shares by a director under a pre-arranged 10b5-1 trading plan is a routine event for personal financial management and does not typically indicate a change in the company's fundamental prospects or performance.

Positives

• The sale was conducted under a pre-arranged Rule 10b5-1 trading plan, indicating a planned transaction rather than a reaction to immediate company news.

Negatives

• Insider selling, even under a 10b5-1 plan, reduces the direct ownership stake of a company director.

Future Outlook

This Form 4 filing does not contain any forward-looking statements or guidance regarding the company's future outlook.

Industry Context

This filing is a routine disclosure of an insider transaction, common across all publicly traded companies, and reflects a director's personal financial planning rather than a specific industry trend or competitive action.

Related Party Transactions

• Michael Patsalos-Fox indirectly beneficially owns 6,775 shares through PFOXFAMILY LLC. All membership interests of PFOXFAMILY LLC are held by a trust for the benefit of the reporting person's children, and the reporting person's spouse is the co-trustee.

Stakeholder Impact

• Shareholders: The impact is minimal as this is a routine, pre-planned insider sale and does not suggest a change in company fundamentals.
• Employees, Customers, Suppliers, Creditors: No direct impact from this insider transaction.

Key Dates

Recommendation

The sale of shares by a director under a pre-arranged 10b5-1 trading plan is a routine event and does not typically signal a change in the company's fundamental outlook or warrant a shift in investment recommendation. The transaction is likely for personal financial planning rather than a reaction to specific company news, thus a 'hold' recommendation is appropriate based solely on this filing.

Keywords

Cognizant Technology Solutions, CTSH, Michael Patsalos-Fox, Insider Trading, Form 4, Stock Sale, 10b5-1 Plan, Director Transaction