Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
In connection with the organizational changes described in Item 7.01, on June
29, 2022, Cognizant Technology Solutions Corporation (the "Company") determined
that Rajesh Nambiar, Executive Vice President and President, Digital Business
and Technology, and Chairman, Cognizant India, would cease to serve as the
Company's Executive Vice President and President, Digital Business and
Technology, effective July 6, 2022, and would thereby cease to be an executive
officer of the Company as of such date. Mr. Nambiar will continue to serve as
Executive Vice President, Chairman and Managing Director of Cognizant India. His
compensation in such role will be commensurate with compensation within the
organization for officers who are not executive officers.
Item 7.01. Regulation FD Disclosure
On July 6, 2022, the Company announced that it will be simplifying its internal
operating structure around practice areas and delivery operations. This change
is part of the Company's ongoing strategy to shift towards delivering client
business outcomes aligned by industry. The Company is merging its Digital
Business & Technology (DB&T) and Digital Business Operations (DBO) practice
areas with the respective delivery organizations to create four new integrated
practices: Software & Platform Engineering, Core Technologies & Insights,
Enterprise Platform Services, and Intuitive Operations & Automation. This change
will not impact the Company's reportable business segments. With these changes,
the Company expects to better serve clients, enabling best in class offerings
and capabilities, and creating even more opportunity for associates with
exposure to additional career growth.
The information above includes statements that may constitute express or implied
forward-looking statements relating to our expectations regarding the
anticipated benefits of and impact of the revised organizational structure on
our business. These statements are neither promises nor guarantees, but are
subject to a variety of risks and uncertainties, many of which are beyond our
control, which could cause actual results to differ materially from those
contemplated in these forward-looking statements. Investors are cautioned not to
place undue reliance on these forward-looking statements, which speak only as of
the date hereof. Factors that could cause actual results to differ materially
from those expressed or implied include the competitive and rapidly changing
nature of the markets we compete in, the competitive marketplace for talent and
its impact on employee recruitment and retention, our ability to successfully
implement the planned organizational changes, and the other factors discussed in
our most recent Annual Report on Form 10-K and other filings with the Securities
and Exchange Commission. Cognizant undertakes no obligation to update or revise
any forward-looking statements, whether as a result of new information, future
events, or otherwise, except as may be required under applicable securities
laws.
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