8-KLeadership Changes

COGNIZANT TECHNOLOGY SOLUTIONS CORP 8-K Report, Executive Changes (Dec 11, 2008)

Filed December 11, 2008For Securities:CTSH

Summary

Cognizant Technology Solutions Corporation (CTSH) filed an 8-K report on December 11, 2008, detailing significant executive compensation arrangements. The key event reported is the grant of restricted stock units (RSUs) and stock options to several named executive officers, including the President and CEO, CFO, and other senior leaders. These grants are designed to incentivize and retain key talent within the company. The RSUs vest over three years, while the stock options vest over four years, aligning executive interests with the long-term performance of the company. This action by the Compensation Committee reflects a continued investment in leadership as the company navigates the prevailing economic environment.

Key Highlights

  • 1Cognizant Technology Solutions granted restricted stock units (RSUs) to key executive officers on December 8, 2008.
  • 2The President and CEO, Francisco D’Souza, received 130,000 RSUs.
  • 3The CFO and COO, Gordon J. Coburn, received 80,000 RSUs.
  • 4Stock options were also granted to the same executive officers, with Francisco D’Souza receiving options for 240,000 shares.
  • 5RSUs vest quarterly over a three-year period.
  • 6Stock options vest in four equal annual installments over a four-year period.
  • 7All grants were made under the company's Amended and Restated 1999 Incentive Compensation Plan.

Frequently Asked Questions

The primary purpose of this 8-K filing is to disclose the grant of new restricted stock units and stock options to certain named executive officers of Cognizant Technology Solutions Corporation, as determined by the Compensation Committee of the Board of Directors.

The restricted stock units vest in quarterly installments over three years, meaning 1/12th of the units vest each quarter until fully vested. The stock options vest in four equal annual installments over a four-year period, with 25% vesting each year.

The exercise price for the granted stock options is equal to the closing price of Cognizant's Common Stock on the grant date, which was December 9, 2008.

Yes, the structure of both the restricted stock units and stock options, with their multi-year vesting schedules, is designed to incentivize long-term performance and align the financial interests of the executive officers with those of the company's shareholders.