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COGNIZANT TECHNOLOGY SOLUTIONS CORP Director's Dealing 2025

Mar 18, 2025

30125_dirs_2025-03-18_32d05ba7-251e-4765-b998-258e8499d7bd.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: 2025-03-15

Reporting Person: Varrier Rajesh (President Operations MD India)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2025-03-15 Class A Common Stock M 749 Acquired 1704 Direct
2025-03-15 Class A Common Stock M 814 Acquired 2518 Direct
2025-03-15 Class A Common Stock M 1268 Acquired 3786 Direct
2025-03-15 Class A Common Stock F 1093 $79.035 Disposed 2693 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2025-03-15 Restricted Stock Units $ M 749 Disposed Class A Common Stock (749) Direct
2025-03-15 Restricted Stock Units $ M 814 Disposed Class A Common Stock (814) Direct
2025-03-15 Performance Stock Units $ M 1268 Disposed Class A Common Stock (1268) Direct

Footnotes

F1: Shares of Class A Common Stock of Cognizant Technology Solutions Corporation (the "Company") received from the vesting of 1/8th of the restricted stock unit ("RSU") award granted on September 3, 2024.

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

F3: Shares of Class A Common Stock of the Company received from the vesting of 1/6th of the RSU award granted on September 3, 2024.

F4: Reflects the settlement, in shares of Class A Common Stock of the Company, of performance-based stock units ("PSUs"). The PSUs were originally granted on September 3, 2024, under the Company's 2023 Incentive Award Plan. The performance conditions were determined to be satisfied on March 3, 2025, and the PSUs as shown in Table II above were vested and settled in Class A Common Stock of the Company on March 15, 2025.

F5: Each PSU represents a contingent right to receive one share of Class A Common Stock of the Company.

F6: Shares of the Company's Class A Common Stock withheld to pay applicable taxes.

F7: A total of 5,991 RSUs were originally granted on September 3, 2024, under the Company's 2023 Incentive Award Plan and will vest in eight successive quarterly installments, with 1/8th of such RSUs first vesting on December 15, 2024, and each quarterly anniversary of such date so that such RSUs will be fully vested on the eighth quarterly vesting date (September 15, 2026).

F8: A total of 4,884 RSUs were originally granted on September 3, 2024 under the Company's 2023 Incentive Award Plan and will vest in ten successive quarterly installments, with (i) 1/6th of such RSUs vesting on each of December 15, 2024 and the quarterly anniversary of such date; (ii) 2/3rds of 1/6th of such RSUs vesting on each of the following four quarterly anniversaries of such date; (iii) 1/3rd of 1/6th of such RSUs vesting on each of the following three quarterly anniversaries of such date; and (iv) the remainder of such RSUs vesting on March 15, 2027.