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COGNIZANT TECHNOLOGY SOLUTIONS CORP Director's Dealing 2015

Mar 3, 2015

30125_dirs_2015-03-03_8022b2ea-b4e2-4f08-98e8-b91d5a20220b.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COGNIZANT TECHNOLOGY SOLUTIONS CORP (CTSH)
CIK: 0001058290
Period of Report: 2015-03-01

Reporting Person: Schwartz Steven (EVP, Chief Legal & CAO.)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2015-03-01 Class A Common Stock M 1202 $0.00 Acquired 1202 Direct
2015-03-01 Class A Common Stock F 450 $62.485 Disposed 752 Direct
2015-03-02 Class A Common Stock S 752 $62.82 Disposed 0 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2015-03-01 Restricted Stock Units $0.00 M 1202 Disposed 2015-03-01 Class A Common Stock (1202) Direct

Footnotes

F1: Shares of the Company's Class A Common Stock received from the vesting of 1/12 of the restricted stock unit award granted on December 1, 2014.

F2: Represents the portion of shares of Class A Common Stock that the Company determined to settle in cash to pay applicable tax withholding.

F3: Such shares were sold pursuant to a Rule 10b5-1 Sales Plan.

F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $62.70 to $62.92. The reporting person undertakes to provide to Cognizant Technology Solutions Corporation, any security holder of Cognizant Technology Solutions Corporation, 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.

F5: Each restricted stock unit represents a contingent right to receive one share of the Company's Class A Common Stock.

F6: The restricted stock units were granted on December 1, 2014 under the Cognizant Technology Solutions Corporation 2009 Incentive Compensation Plan and vest in quarterly installments over three years, with 1/12th of the stock units vesting on each quarterly vesting date so that the stock units will be fully vested on the twelfth quarterly vesting date. The stock units will be fully vested on December 1, 2017.