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COGNIZANT TECHNOLOGY SOLUTIONS CORP Director's Dealing 2019

Jul 3, 2019

30125_dirs_2019-07-03_c076eba6-132a-436b-a13e-55b04f38a080.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: 2019-07-01

Reporting Person: Telesmanic Robert (SVP, Cont. & Chief Acct. Offc.)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2019-07-01 Class A Common Stock M 2563 Acquired 10777 Direct
2019-07-01 Class A Common Stock F 1177 $64.28 Disposed 9600 Direct
2019-07-01 Class A Common Stock M 410 Acquired 10010 Direct
2019-07-01 Class A Common Stock F 189 $64.28 Disposed 9821 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2019-07-01 Restricted Stock Units $ M 2563 Disposed Class A Common Stock (2563) Direct
2019-07-01 Restricted Stock Units $ M 410 Disposed Class A Common Stock (410) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Class A Common Stock 800 Indirect

Footnotes

F1: Represents the number of shares of Class A Common Stock of Cognizant Technology Solutions Corporation (the "Company") received from the vesting of 1/3rd 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 March 2, 2017.

F2: Each restricted stock unit represents a contingent right to receive one share of the Company's Class A Common Stock.

F3: Represents the number of shares of the Company's Class A Common Stock withheld to pay applicable taxes.

F4: Represents the number of shares of the Company's Class A Common Stock received from the vesting of 1/3rd of the PSU award granted to the reporting person under the Cognizant Technology Solutions Corporation 2009 Incentive Compensation Plan on March 27, 2017.

F5: The reporting person has been the Appointed Fiduciary of the estate since May 2015. Except to the extent of his pecuniary interest, the reporting person disclaims beneficial ownership of the securities held by the estate.

F6: The PSUs were granted on March 2, 2017 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, 2019, provided that the reporting person remained in the Company's service through such date. The remaining 2/3rds of the PSUs shall vest and be issuable on January 1, 2020, provided that the reporting person remains in the Company's service through such date.

F7: The PSUs were granted on March 27, 2017 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, 2019, provided that the reporting person remained in the Company's service through such date. The remaining 2/3rds of the PSUs shall vest and be issuable on January 1, 2020, provided that the reporting person remains in the Company's service through such date.