COGNIZANT TECHNOLOGY SOLUTIONS CORP — Director's Dealing 2022

Mar 4, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COGNIZANT TECHNOLOGY SOLUTIONS CORP (CTSH)
CIK: 0001058290
Period of Report: 2022-03-01

Reporting Person: Hyttenrauch Gregory Lawrence (President, North America)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-03-01	Performance Stock Units	$	A	2582	Acquired		Class A Common Stock (2582.0)	Direct
2022-03-01	Restricted Stock Units	$	A	8740	Acquired		Class A Common Stock (8740.0)	Direct
2022-03-01	Restricted Stock Units	$	A	4663	Acquired		Class A Common Stock (4663.0)	Direct

Footnotes

F1: Each performance-based stock unit ("PSU") represents a contingent right to receive one share of Class A Common Stock of Cognizant Technology Solutions Corporation (the "Company").

F2: Represents PSUs (a) that were originally granted on March 5, 2020 pursuant to the Company's 2017 Incentive Award Plan and (b) for which the Company's Compensation Committee (the "Committee") determined, on March 1, 2022, that the related performance criteria had been satisfied. In accordance with the award agreement, in light of the Committee's determination regarding the satisfaction of performance criteria, the award will vest and settle in Class A Common Stock of the Company on March 15, 2022, provided that the Reporting Person remains in the Company's service through such date.

F3: Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Company's Class A Common Stock.

F4: The RSUs were granted on March 1, 2022 under the Company's 2017 Incentive Award Plan and will vest in quarterly installments over three years, commencing on June 1, 2022, with 1/12th of the RSUs vesting on each quarterly vesting date so that the RSUs will be fully vested on the twelfth quarterly vesting date. The RSUs will be fully vested on March 1, 2025.

F5: The RSUs were granted on March 1, 2022 under the Company's 2017 Incentive Award Plan and will vest in twelve successive quarterly installments, commencing on June 1, 2022, with (i) 1/8th of the RSUs vesting on each of the first four vesting dates; (ii) 2/3rds of 1/8th of the RSUs vesting on each of the four successive vesting dates; (iii) 1/3rd of 1/8th of the RSUs vesting on each of the next three successive vesting dates; and (iv) the remainder of the RSUs vesting on the twelfth vesting date. The RSUs will be fully vested on March 1, 2025.