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    Chief People Officer Diaz Kathryn converted options into 983 shares and covered exercise/tax liability with 353 shares, increasing direct ownership by 5% to 14,167 units (SEC Form 4)

    3/18/25 4:43:21 PM ET
    $CTSH
    EDP Services
    Technology
    Get the next $CTSH alert in real time by email
    SEC FORM 4 SEC Form 4
    FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
    Washington, D.C. 20549

    STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

    Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
    or Section 30(h) of the Investment Company Act of 1940
    OMB APPROVAL
    OMB Number: 3235-0287
    Estimated average burden
    hours per response: 0.5
      
    Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
      
    Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
    1. Name and Address of Reporting Person*
    Diaz Kathryn

    (Last) (First) (Middle)
    C/O COGNIZANT TECHNOLOGY SOLUTIONS CORP.
    300 FRANK W. BURR BLVD., STE. 36, 6 FL.

    (Street)
    TEANECK NJ 07666

    (City) (State) (Zip)
    2. Issuer Name and Ticker or Trading Symbol
    COGNIZANT TECHNOLOGY SOLUTIONS CORP [ CTSH ]
    5. Relationship of Reporting Person(s) to Issuer
    (Check all applicable)
    Director 10% Owner
    X Officer (give title below) Other (specify below)
    Chief People Officer
    3. Date of Earliest Transaction (Month/Day/Year)
    03/15/2025
    4. If Amendment, Date of Original Filed (Month/Day/Year)
    6. Individual or Joint/Group Filing (Check Applicable Line)
    X Form filed by One Reporting Person
    Form filed by More than One Reporting Person
    Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
    1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
    Code V Amount (A) or (D) Price
    Class A Common Stock 03/15/2025 M 983(1) A (2) 14,520 D
    Class A Common Stock 03/15/2025 F 353(3) D $79.12 14,167 D
    Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
    (e.g., puts, calls, warrants, options, convertible securities)
    1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
    Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
    Performance Stock Units (2) 03/15/2025 M 983 (1) (1) Class A Common Stock 983 $0 0 D
    Explanation of Responses:
    1. Reflects the settlement, in shares of Class A Common Stock of Cognizant Technology Solutions Corporation (the "Company"), of performance-based stock units ("PSUs"). The PSUs were originally granted on March 1, 2022, under the Company's 2017 Incentive Award Plan. A portion of the performance conditions were determined to be satisfied on March 3, 2025, and that portion of the PSUs as shown in Table II above were vested and settled in Class A Common Stock of the Company on March 15, 2025.
    2. Each PSU represents a contingent right to receive one share of Class A Common Stock of the Company.
    3. Shares of the Company's Class A Common Stock withheld to pay applicable taxes.
    Remarks:
    /s/ Kelli Arman, on behalf of Kathryn Diaz, by Power of Attorney 03/18/2025
    ** Signature of Reporting Person Date
    Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
    * If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
    ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
    Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
    Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
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