COGNIZANT TECHNOLOGY SOLUTIONS CORP — Director's Dealing 2019

Jan 3, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COGNIZANT TECHNOLOGY SOLUTIONS CORP (CTSH)
CIK: 0001058290
Period of Report: 2019-01-01

Reporting Person: McLoughlin Karen (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-01-01	Class A Common Stock	M	19433	$0.00	Acquired	72103	Direct
2019-01-01	Class A Common Stock	F	8049	$63.48	Disposed	64054	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-01-01	Restricted Stock Units	$0.00	M	19433	Disposed	2019-01-01	Class A Common Stock (19433)	Direct

Footnotes

F1: Represents the number of shares of Class A Common Stock of Cognizant Technology Solutions Corporation (the "Company") received from the vesting of 2/3rds of the performance-based restricted stock unit ("PSU") award granted to the reporting person under the Cognizant Technology Solutions Corporation 2009 Incentive Compensation Plan on February 16, 2016.

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

F4: The PSUs were granted on February 16, 2016 under the Cognizant Technology Solutions Corporation 2009 Incentive Compensation Plan. In accordance with the PSU award agreement, 1/3rd of the PSUs were vested and issuable on July 1, 2018, provided that the reporting person remained in the Company's service through such date. The remaining 2/3rds of the PSUs were vested and issuable on January 1, 2019, provided that the reporting person remained in the Company's service through such date.