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 a weighted average price of $81.9147 per share under a pre-arranged 10b5-1 trading plan.

Summary

• Michael Patsalos-Fox, a Director of Cognizant Technology Solutions Corp (CTSH), reported a sale of Class A Common Stock.
• The transaction involved the disposition of 3,000 shares on January 5, 2026.
• The shares were sold at a weighted average price of $81.9147 per share, with individual transaction prices ranging from $81.15 to $82.71.
• This sale was 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 31,729 shares of Class A Common Stock.
• Additionally, he indirectly beneficially owns 6,775 shares through PFOXFAMILY LLC, where membership interests are held by a trust for his children, and his spouse is a co-trustee.

Sentiment

Score: 4

Explanation: The sale of shares by a director, even under a pre-arranged 10b5-1 plan, is generally viewed with a slightly negative sentiment as it represents a reduction in insider ownership. However, the pre-planned nature mitigates a strong negative interpretation.

Negatives

• A director selling shares, even under a pre-arranged plan, can sometimes be perceived as a slight negative signal regarding insider confidence, though the impact is mitigated by the 10b5-1 plan.

Future Outlook

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

Industry Context

This insider transaction is a routine disclosure and does not provide specific insights into broader industry trends or competitive landscape for Cognizant Technology Solutions.

Stakeholder Impact

• Shareholders may interpret the director's sale as a minor signal, potentially leading to a slight, temporary dip in investor confidence, though the impact is likely minimal given the pre-planned nature and relatively small volume.

Key Dates

Recommendation

The sale of 3,000 shares by a director, Michael Patsalos-Fox, is a relatively small transaction for a company of Cognizant's size and was executed under a pre-arranged 10b5-1 trading plan. Such planned sales are typically for personal financial management and do not usually signal a change in the company's fundamental outlook or warrant a shift in investment recommendation. Therefore, a 'hold' recommendation remains appropriate based solely on this filing.

Keywords

Cognizant Technology Solutions, CTSH, Insider Transaction, Form 4, Stock Sale, Director, 10b5-1 Plan, Beneficial Ownership