{"url_path":"/sec/ctsh/8-k/2026-06-03/item-5-07","section_key":"item-5-07","section_title":"Item 5.07 Submission of Matters to a Vote of Security Holders.","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-03","source_url":"https://www.sec.gov/Archives/edgar/data/1058290/0001058290-26-000022-index.html","accession_number":"0001058290-26-000022","cik":"0001058290","ticker":"CTSH","issuer_name":"COGNIZANT TECHNOLOGY SOLUTIONS CORP","edgar_url":"https://www.sec.gov/Archives/edgar/data/1058290/0001058290-26-000022-index.html","primary_entity_key":"0001058290","primary_entity_name":"COGNIZANT TECHNOLOGY SOLUTIONS CORP"},"word_count":396,"has_tables":true,"body_markdown":"Item 5.07. Submission of Matters to a Vote of Security Holders.\n\nCognizant Technology Solutions Corporation (the “Company”) held its annual meeting of shareholders (the “Annual Meeting”) on Tuesday, June 2, 2026. At the close of business on April 6, 2026, the record date for the determination of shareholders entitled to vote at the Annual Meeting (the “Record Date”), there were 473,867,780 shares of the Company’s Class A Common Stock outstanding and entitled to vote at the Annual Meeting. A total of 440,240,915 shares of Class A Common Stock were present or represented by proxy at the Annual Meeting, representing approximately 92.90% of the Company’s outstanding shares of Class A Common Stock as of the Record Date.\n\nThe following are the voting results on the four proposals considered and voted upon at the Annual Meeting, all of which were described in the Company’s Definitive Proxy Statement filed with the Securities and Exchange Commission on April 17, 2026.\n\nAt the Annual Meeting, all of the directors were re-elected, proposals 2 and 3 were approved and proposal 4 was not approved.\n\nProposal 1. Election of 13 Director Nominees\n\nThe vote with respect to the election of director nominees was as follows:\n\nForAgainstAbstainBroker\nNon-Votes\n\nZein Abdalla388,235,38528,108,281564,70223,332,547\n\nVinita Bali404,952,77911,566,218389,37123,332,547\n\nEric Branderiz414,843,9201,894,173170,27523,332,547\n\nArchana Deskus415,879,370860,138168,86023,332,547\n\nJohn M. Dineen415,938,877803,226166,26523,332,547\n\nRavi Kumar S416,010,734734,587163,04723,332,547\n\nLeo S. Mackay, Jr.389,179,33227,555,203173,83323,332,547\n\nMichael Patsalos-Fox402,727,56814,014,783166,01723,332,547\n\nStephen J. Rohleder407,090,5379,649,145168,68623,332,547\n\nAbraham Schot405,946,05310,791,261171,05423,332,547\n\nKarima Silvent414,864,7971,874,614168,95723,332,547\n\nJoseph M. Velli414,985,4651,750,656172,24723,332,547\n\nSandra S. Wijnberg395,200,42121,540,445167,50223,332,547\n\nProposal 2. Advisory Vote to Approve Executive Compensation (Say-on-Pay)\n\nThe advisory vote on the compensation of the Company’s named executive officers was as follows:\n\nForAgainstAbstainBroker Non-Votes\n\n387,762,67628,276,341869,35123,332,547\n\nProposal 3. Ratification of Appointment of Independent Registered Public Accounting Firm\n\nThe vote with respect to the ratification of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026 was as follows:\n\nForAgainstAbstainBroker Non-Votes\n\n398,861,12041,096,195283,600-\n\nProposal 4. Shareholder Proposal to Adopt a Shareholder Right to Act by Written Consent\n\nThe vote with respect to the shareholder proposal to adopt a shareholder right to act by written consent was as follows:\n\nForAgainstAbstainBroker Non-Votes\n\n162,523,425253,824,087560,85623,332,547\n\nSIGNATURES\n\nPursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.\n\nCOGNIZANT TECHNOLOGY SOLUTIONS CORPORATION\n\nBy:\n\n/s/ John Kim\n\nName:\nJohn Kim\n\nTitle:\n\nChief Legal Officer, Chief Administrative Officer and Corporate Secretary\n\n \n\nDate: June 3, 2026"}