SEC Form 4 · accession 0001209191-16-154485
COGNIZANT TECHNOLOGY SOLUTIONS CORP · CTSH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Karen McLoughlin
Officer — Chief Financial Officer
Period of report
Dec 7, 2016
Accepted (ET)
Dec 9, 2016 · 5:44 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001058290
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF2,F1 | Dec 7, 2016 | S | 1,283 | $55.275 | D | 48,888 | D | |
| Class A Common Stock | Dec 8, 2016 | M | 10,000 | $20.165 | A | 58,888 | D | |
| Class A Common StockF3,F1 | Dec 8, 2016 | S | 5,800 | $56.2513 | D | 53,088 | D | |
| Class A Common StockF4,F1 | Dec 8, 2016 | S | 4,200 | $56.6123 | D | 48,888 | D | |
| Class A Common StockF5,F1 | Dec 9, 2016 | S | 8,147 | $56.3637 | D | 40,741 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class A Common Stock Option (Right to Buy)F6 | $20.165 | Dec 8, 2016 | M | 10,000 | D | Dec 14, 2007 | Dec 14, 2016 | Class A Common Stock | 10,000 | 0 | D |
Explanation of responses
- F1Such shares were sold pursuant to a Rule 10b5-1 Sales Plan.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $55.19 to $55.35. The reporting person undertakes to provide to Cognizant Technology Solutions Corporation, any security holder of Cognizant Technology Solutions Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $55.8950 to $56.5400. The reporting person undertakes to provide to Cognizant Technology Solutions Corporation, any security holder of Cognizant Technology Solutions Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $56.5500 to $56.9900. The reporting person undertakes to provide to Cognizant Technology Solutions Corporation, any security holder of Cognizant Technology Solutions Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4.
- F5The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $56.1400 to $56.3800. The reporting person undertakes to provide to Cognizant Technology Solutions Corporation, any security holder of Cognizant Technology Solutions Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4.
- F6Such options were granted on December 14, 2006 pursuant to the Company's Amended and Restated 1999 Incentive Compensation Plan, as amended. Such options were 100% vested on December 14, 2010. The Date Exercisable above reflects the first anniversary date of such options.