Surya Gummadi - 01 Dec 2025 Form 4 Insider Report for COGNIZANT TECHNOLOGY SOLUTIONS CORP (CTSH)

Role
President - Americas
Signature
/s/ Melissa Glass, on behalf of Surya Gummadi, by Power of Attorney
Issuer symbol
CTSH
Transactions as of
01 Dec 2025
Net transactions value
-$614,441
Form type
4
Filing time
03 Dec 2025, 16:09:54 UTC
Previous filing
01 Dec 2025
Next filing
17 Dec 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Gummadi Surya President - Americas C/O COGNIZANT TECHNOLOGY SOLUTIONS CORP., 300 FRANK W. BURR BLVD., STE 36, 6 FL, TEANECK /s/ Melissa Glass, on behalf of Surya Gummadi, by Power of Attorney 03 Dec 2025 0001936541

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CTSH Class A Common Stock Options Exercise +1,168 +3% 40,487 01 Dec 2025 Direct F1, F2
transaction CTSH Class A Common Stock Options Exercise +637 +1.6% 41,124 01 Dec 2025 Direct F2, F3
transaction CTSH Class A Common Stock Tax liability $69,550 -895 -2.2% $77.71 40,229 01 Dec 2025 Direct F4
transaction CTSH Class A Common Stock Sale $544,890 -7,000 -17% $77.84 33,229 01 Dec 2025 Direct F5, F6

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction CTSH Restricted Stock Units Options Exercise $0 -1,168 -17% $0.000000 5,840 01 Dec 2025 Class A Common Stock 1,168 Direct F2, F7
transaction CTSH Restricted Stock Units Options Exercise $0 -637 -25% $0.000000 1,913 01 Dec 2025 Class A Common Stock 637 Direct F2, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 Shares of Class A Common Stock of Cognizant Technology Solutions Corporation (the "Company") received from the vesting of 1/12th of the restricted stock unit ("RSU") award granted on February 28, 2024.
F2 Each RSU represents a contingent right to receive one share of the Company's Class A Common Stock.
F3 Shares of Class A Common Stock of the Company received from the vesting of 2/3rds of 1/8th of the RSU award granted on February 28, 2024.
F4 Shares of the Company's Class A Common Stock withheld to pay applicable taxes.
F5 The sales reported on this Form 4 were executed pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 27, 2025.
F6 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $77.36 to $78.38 inclusive. The reporting person undertakes to provide to the Company any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4.
F7 A total of 14,016 RSUs were originally granted on February 28, 2024 under the Company's 2023 Incentive Award Plan and such originally granted amount began vesting in quarterly installments over three years, commencing on June 1, 2024, with 1/12th of such RSUs vesting on each quarterly vesting date so that such RSUs will be fully vested on the twelfth quarterly vesting date (March 1, 2027).
F8 A total of 7,645 RSUs were originally granted on February 28, 2024 under the Company's 2023 Incentive Award Plan and such originally granted amount began vesting in quarterly installments over three years, commencing on June 1, 2024, with (i) 1/8th of such RSUs vesting on each of the first four vesting dates; (ii) 2/3rds of 1/8th of such RSUs vesting on each of the successive four vesting dates; (iii) 1/3rd of 1/8th of such RSUs vesting on each of the successive three vesting dates; and (iv) the remainder of such RSUs vesting on the twelfth vesting date (March 1, 2027).