0001058290-23-000038.txt : 20230221 0001058290-23-000038.hdr.sgml : 20230221 20230221165319 ACCESSION NUMBER: 0001058290-23-000038 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230216 FILED AS OF DATE: 20230221 DATE AS OF CHANGE: 20230221 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kim John Sunshin CENTRAL INDEX KEY: 0001853867 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-24429 FILM NUMBER: 23649061 MAIL ADDRESS: STREET 1: 300 FRANK W. BURR BLVD., STE. 36, 6FL. CITY: TEANECK STATE: NJ ZIP: 07666 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: COGNIZANT TECHNOLOGY SOLUTIONS CORP CENTRAL INDEX KEY: 0001058290 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 133728359 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 300 FRANK W. BURR BLVD., STE. 36, 6 FL. CITY: TEANECK STATE: NJ ZIP: 07666 BUSINESS PHONE: 2018010233 MAIL ADDRESS: STREET 1: 300 FRANK W. BURR BLVD., STE. 36, 6 FL. CITY: TEANECK STATE: NJ ZIP: 07666 4 1 wf-form4_167701636400263.xml FORM 4 X0306 4 2023-02-16 0 0001058290 COGNIZANT TECHNOLOGY SOLUTIONS CORP CTSH 0001853867 Kim John Sunshin C/O COGNIZANT TECHNOLOGY SOLUTIONS CORP. 300 FRANK W. BURR BLVD., STE. 36, 6 FL. TEANECK NJ 07666 0 1 0 0 EVP & General Counsel Restricted Stock Units 2023-02-16 4 A 0 14692 0 A Class A Common Stock 14692.0 14692 D Restricted Stock Units 2023-02-16 4 A 0 6781 0 A Class A Common Stock 6781.0 6781 D Performance Stock Units 2023-02-16 4 A 0 2286 0 A Class A Common Stock 2286.0 2286 D Restricted Stock Units 2023-02-16 4 A 0 7534 0 A Class A Common Stock 7534.0 7534 D Each restricted stock unit ("RSU") represents a contingent right to receive one share of Class A Common Stock of Cognizant Technology Solutions Corporation (the "Company"). A total of 14,692 RSUs were granted on February 16, 2023 under the Company's 2017 Incentive Award Plan and will vest in quarterly installments over three years, commencing on May 16, 2023, with 1/12th of such RSUs vesting on each quarterly vesting date so that such RSUs will be fully vested on the twelfth quarterly vesting date (February 16, 2026). Each RSU represents a contingent right to receive one share of the Company's Class A Common Stock. A total of 6,781 RSUs were granted on February 16, 2023 under the Company's 2017 Incentive Award Plan and will vest in quarterly installments over three years, commencing on May 16, 2023, with (i) 1/8th of such RSUs vesting on each of the first four vesting dates; (ii) 2/3rds of 1/8th of such RSUs vesting on each of the successive four 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 such RSUs vesting on the twelfth vesting date (February 16, 2026). Each performance-based stock unit ("PSU") represents a contingent right to receive one share of Class A Common Stock of the Company. Represents a portion of the 2,502 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 and Human Capital Committee (the "Committee") determined, on February 16, 2023, that approximately 91.4% of 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 portion of the award shown in Table II above will vest and settle in Class A Common Stock of the Company on March 15, 2023, provided that the Reporting Person remains in the Company's service through such date. A total of 7,534 special RSUs (which are not intended to be part of Reporting Person's target direct compensation) were granted on February 16, 2023 under the Company's 2017 Incentive Award Plan and will vest in quarterly installments over three years, commencing on May 16, 2023, with 1/12th of such RSUs vesting on each quarterly vesting date so that such RSUs will be fully vested on the twelfth quarterly vesting date (February 16, 2026). /s/ Carrie P. Ryan, on behalf of John Kim, by Power of Attorney 2023-02-21