4/A: Conduent EVP Stephen Wood Corrects Stock Ownership in Amended SEC Filing

Stephen Wood, EVP and CFO of Conduent Inc., files an amended Form 4 to correct the number of performance restricted stock units (PRSUs) awarded and total shares owned.

Summary

• Stephen Henry Wood, EVP and CFO of Conduent Inc., filed an amended Form 4 with the SEC on April 7, 2025.
• This amendment corrects an error in the original Form 4 filed on April 3, 2025, regarding the number of performance restricted stock units (PRSUs) awarded.
• The corrected filing shows an acquisition of 133,622 shares of common stock on April 1, 2025, through the award of PRSUs.
• These PRSUs will cliff vest on December 31, 2027, contingent on Conduent's total shareholder return (rTSR) compared to its peer group.
• The payout percentage ranges from 50% to 150% based on Conduent's rTSR percentile ranking, with adjustments capped at certain levels.
• The total number of shares beneficially owned by Wood after the reported transaction is 964,290.
• The filing also indicates that the transaction was made pursuant to a plan intended to satisfy Rule 10b5-1(c).

Sentiment

Score: 7

Explanation: The document is a routine correction of a regulatory filing. While not inherently positive or negative, the correction suggests attention to detail and compliance, which is viewed favorably.

Future Outlook

The vesting of the PRSUs is contingent on Conduent's total shareholder return (rTSR) performance relative to its peer group through December 31, 2027.

Industry Context

This filing is a routine disclosure related to executive compensation and stock ownership, common in publicly traded companies. It reflects the company's use of performance-based equity awards to incentivize executives.

Comparison to Industry Standards

• Performance-based equity awards, such as PRSUs, are a common compensation tool used by companies like Conduent to align executive incentives with shareholder value creation.
• The vesting conditions tied to relative TSR are also a standard practice, often benchmarked against peer groups to ensure competitiveness and relevance.
• Companies like Xerox, IBM, and Accenture, which operate in similar technology and business services sectors, also utilize similar equity compensation structures.

Stakeholder Impact

• Shareholders may be interested in the details of executive compensation and equity ownership.
• The vesting of PRSUs based on TSR aligns executive incentives with shareholder returns.

Key Dates

Keywords

Form 4, amendment, Stephen Wood, Conduent, CFO, PRSU, rTSR, beneficial ownership, SEC filing, stock options