X0306 4 2014-02-18 0 0001058290 COGNIZANT TECHNOLOGY SOLUTIONS CORP CTSH 0001593839 SINHA DHARMENDRA KUMAR C/O COGNIZANT TECHNOLOGY SOLUTIONS CORP. 500 FRANK W. BURR BLVD TEANECK NJ 07666 0 1 0 0 EVP, President Client Serv. Restricted Stock Units 2014-02-18 4 A 0 8841 0.00 A Class A Common Stock 8841 8841 D Represents the total 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 18, 2014 based upon the audited financials for the 2013 fiscal year. The performance-based restricted stock units were granted on December 3, 2012 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 shall be issued on June 3, 2014, provided the reporting person remains in the Company's service through such anniversary date. (Continued in the next footnote.) (Continued from the previous footnote.) The remaining 50% of the vested performance-based restricted stock units shall be issued on December 3, 2015, 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. The reporting person will disclose the receipt of shares of the Company's Class A Common Stock underlying the performance-based restricted stock units on Table I of Form 4, if and when such reporting person satisfies the aformentioned service-based conditions. /s/ Dana L. Gilbert, on behalf of Dharmendra Kumar Sinha, by Power of Attorney 2014-02-20