COGNIZANT TECHNOLOGY SOLUTIONS CORP — Director's Dealing 2022

Dec 30, 2022

SEC Form 4/A — Form 4/A

Issuer: COGNIZANT TECHNOLOGY SOLUTIONS CORP (CTSH)
CIK: 0001058290
Period of Report: 2022-12-01

Reporting Person: Schmitt Becky (EVP and Chief People Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-12-01	Class A Common Stock	M	97	—	Acquired	24649	Direct
2022-12-01	Class A Common Stock	M	146	—	Acquired	24795	Direct
2022-12-01	Class A Common Stock	F	117	$62.62	Disposed	24678	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-12-01	Restricted Stock Units	$	M	97	Disposed		Class A Common Stock (97.0)	Direct
2022-12-01	Restricted Stock Units	$	M	146	Disposed		Class A Common Stock (146.0)	Direct

Footnotes

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 March 1, 2022.

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

F3: As reported in a Form 4 filed on November 28, 2022, the reporting person previously transferred shares to her ex-spouse pursuant to a domestic relations order. Such Form 4 was subsequently amended to correct an inadvertent error in the number of shares so transferred. This amendment on Form 4/A to the Form 4 originally filed on December 5, 2022 is being filed solely to correct the amount of securities beneficially owned by the reporting person since the reporting person no longer reports as beneficially owned any Company securities owned by her ex-spouse.

F4: Shares of the Company's Class A Common Stock received from the vesting of 1/8th of the RSU award granted on March 1, 2022.

F5: Shares of the Company's Class A Common Stock withheld to pay applicable taxes.

F6: A total of 1,165 RSUs were originally granted on March 1, 2022 under the Company's 2017 Incentive Award Plan and such originally granted amount began vesting in quarterly installments over three years, commencing on June 1, 2022, with 1/12th of such RSUs vesting on each quarterly vesting date so that the RSUs will be fully vested on the twelfth quarterly vesting date (March 1, 2025).

F7: A total of 1,165 RSUs were originally granted on March 1, 2022 under the Company's 2017 Incentive Award Plan and such originally granted amount began vesting in 12 successive quarterly installments, commencing on June 1, 2022, with (i) 1/8th of such RSUs vesting on the first four vesting dates; (ii) 2/3rds of 1/8th of such RSUs vesting on each of the four successive vesting dates; (iii) 1/3rd of 1/8th of such RSUs vesting on each of the next three successive vesting dates; and (iv) the remainder of the RSUs vesting on the twelfth vesting date (March 1, 2025).