X0206 3 2016-12-01 0 0001058290 COGNIZANT TECHNOLOGY SOLUTIONS CORP CTSH 0001684713 Kandiah Gajakarnan Vibushanan C/O COGNIZANT TECHNOLOGY SOLUTIONS CORP. 500 FRANK W. BURR BLVD. TEANECK NJ 07666 0 1 0 0 President - Digital Business Class A Common Stock 12888 D Employee Stock Option (Right to Buy) 20.165 2007-12-14 2016-12-14 Class A Common Stock 20000 D Employee Stock Option (Right to Buy) 15.53 2009-08-14 2018-08-14 Class A Common Stock 20000 D Restricted Stock Units Class A Common Stock 666 D Restricted Stock Units Class A Common Stock 6167 D Restricted Stock Units Class A Common Stock 10449 D Restricted Stock Units Class A Common Stock 3549 D Restricted Stock Units Class A Common Stock 5023 D Such options were granted on December 14, 2006 pursuant to the Company's Amended and Restated 1999 Incentive Compensation Plan. Such options were fully vested on December 14, 2010. Such options were granted on August 14, 2008 pursuant to the Company's Amended and Restated 1999 Incentive Compensation Plan. Such options were fully vested on August 14, 2012. The restricted stock units were granted on December 3, 2013 under the Cognizant Technology Solutions 2009 Incentive Compensation Plan and vest in equal quarterly installments over 12 quarters beginning on March 3, 2014, so that the stock units will be fully vested on December 3, 2016. Each restricted stock unit represents a contingent right to receive one share of the Company's Class A Common Stock. The restricted stock units were granted on December 1, 2014 under the Cognizant Technology Solutions 2009 Incentive Compensation Plan and vest in equal quarterly installments over 12 quarters beginning on March 1, 2015, so that the stock units will be fully vested on December 1, 2017. The restricted stock units were granted on February 16, 2016 under the Cognizant Technology Solutions 2009 Incentive Compensation Plan and vest in equal quarterly installments over 12 quarters beginning on June 1, 2016, so that the stock units will be fully vested on March 1, 2019. Represents the remaining number of performance-based restricted stock units which vested based upon attainment by the Company of certain performance milestones, as determined by the Company's compensation committee on February 27, 2015 based upon the audited financials for the 2014 fiscal year. The performance-based restricted stock units were granted on December 3, 2013 under the Cognizant Technology Solutions 2009 Incentive Compensation Plan. In accordance with the performance-based restricted stock unit award, 50% of the vested performance-based restricted stock units were settled in the Company's Class A Common Stock on June 3, 2015. (Continued in the next footnote.) (Continued from the previous footnote.) The remaining 50% of the vested performance-based restricted stock units will be settled in the Company's Class A Common Stock on December 3, 2016, provided that the grantee remains in the Company's service through such anniversary date. Each performance-based restricted stock unit represents a contingent right to receive one share of the Company's Class A Common Stock. Represents the remaining number of performance-based restricted stock units which vested based upon attainment by the Company of certain performance milestones, as determined by the Company's compensation committee on February 25, 2016 based upon the audited financials for the 2015 fiscal year. The performance-based restricted stock units were granted on December 1, 2014 under the Cognizant Technology Solutions 2009 Incentive Compensation Plan. In accordance with the performance-based restricted stock unit award, 50% of the vested performance-based restricted stock units were settled in the Company's Class A Common Stock on June 1, 2016. (Continued in the next footnote.) (Continued from the previous footnote.) The remaining 50% of the vested performance-based restricted stock units will be settled in the Company's Class A Common Stock on December 1, 2017, provided that the grantee remains in the Company's service through such anniversary date. Each performance-based restricted stock unit represents a contingent right to receive one share of the Company's Class A Common Stock. Exhibit List: Exhibit 24 - Power of Attorney /s/ Harry Demas, on behalf of Gajakarnan V Kandiah, by Power of Attorney 2016-12-05