Cognizant Technology Solutions CTSH

Cognizant Technology Solutions reports $5.66B revenue

Form
10-Q
Filed
Importance
Notable
  1. Revenue: $5.66 billion for Q3 2026
  2. Net income: $627 million for Q3 2026
  3. Diluted EPS: $1.39 for Q3 2026
  4. Cash and equivalents: $1.51 billion as of Sep 30, 2026

Written from the 10-Q on EDGAR. Check the filing before you rely on it.

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What changed

10 changes since the June 2026 10-Q

Compared with the 10-Q 0001058290-26-000031, filed Jul 29, 2026.

  1. New Risk factors

    Project Leap, including the associated reductions in headcount , could disrupt our business, may not result…

    In the second quarter of 2026, we introduced Project Leap, a program designed to accelerate our transformation to the operating model of the future by funding investments in our integrated offerings, AI capabilities…

    From the filings

    Now

    Project Leap, including the associated reductions in headcount , could disrupt our business, may not result in anticipated savings, and could result in total costs and expenses that are greater than expected. In the second quarter of 2026, we introduced Project Leap, a program designed to accelerate our transformation to the operating model of the future by funding investments in our integrated offerings, AI capabilities and partnerships, reshaping productivity through competitive offerings and upskilling our workforce. In connection with Project Leap, we expect to record total costs of $180 million to $250 million, which consists of $150 million to $200 million of employee severance and other personnel related costs and $30 million to $50 million of other charges. Project Leap may disrupt operations, cause the loss of institutional knowledge and expertise, and harm our ability to recruit new employees and retain our remaining employees, all of which could have an adverse effect on our ability to deliver client services and execute on our business plan. There can be no assurance that we will be successful in implementing Project Leap. In addition, we may not realize, in full or in part, the anticipated benefits, savings and improvements in our cost structure from Project Leap due to unforeseen difficulties, delays or unexpected costs. If the actual amount and timing of costs differ from our current expectations and estimates or we are unable to realize the expected operational efficiencies and cost savings from Project Leap, our operating results and financial condition would be adversely affected. Furthermore, we may incur unanticipated charges or be required to make cash payments as a result of Project Leap that were not previously contemplated, which could result in an adverse effect on our business or results of operations.
  2. New Legal proceedings

    New legal mention

    On September 15, 2026 the court granted the plaintiff s motion for final approval of the settlement of the lawsuit.

    From the filings

    Now

    On September 15, 2026 the court granted the plaintiff s motion for final approval of the settlement of the lawsuit.
  3. New MD&A

    In July 2025, the OBBBA was enacted in the United States, which, among other provisions, repealed the…

    New paragraph in MD&A.

    From the filings

    Now

    In July 2025, the OBBBA was enacted in the United States, which, among other provisions, repealed the requirement to capitalize U.S. research and experimental costs. As a result, we concluded that it is not more likely than not that we will realize our deferred tax asset of $390 million related to research and experimental costs capitalized outside the United States. Therefore, in the third quarter of 2025, we recorded a one-time, non-cash income tax expense of $390 million. This impacted our Q3 2025 GAAP diluted EPS by $0.80, which is added back for the calculation of Adjusted EPS.
  4. New MD&A

    The effective income tax rate decrease as compared to Q3 2025 was driven by the one-time, non-cash income…

    New paragraph in MD&A.

    From the filings

    Now

    The effective income tax rate decrease as compared to Q3 2025 was driven by the one-time, non-cash income tax expense of $390 million related to the enactment of the OBBBA during Q3 2025. See Note 7 to our unaudited consolidated financial statements for additional information.
  5. New MD&A

    The increase in net income as compared to Q3 2025 was primarily driven by the one-time, non-cash income tax…

    New paragraph in MD&A.

    From the filings

    Now

    The increase in net income as compared to Q3 2025 was primarily driven by the one-time, non-cash income tax expense of $390 million related to the enactment of the OBBBA during Q3 2025.
  6. Changed MD&A

    (4) In the third quarter of 2025, we recorded a one-time, non-cash income tax expense of $390 million…

    Adds "(4)"; drops "(2)".

    From the filings

    Before

    (2) In the second quarter of 2026, management concluded that the portion of the India Defined Contribution Obligation liability recorded in 2019 that relates to periods where no proceedings had been initiated by the government is no longer required. See Note 11 to our unaudited consolidated financial statements for additional information.

    Now

    (4) In the third quarter of 2025, we recorded a one-time, non-cash income tax expense of $390 million related to the enactment of the OBBBA. See Note 7 to our unaudited consolidated financial statements for additional information.
  7. New MD&A

    Depreciation and amortization expense 433 2.6 410 2.6 23 5.6 (Gain) on sale of property and equipment (62)…

    New paragraph in MD&A.

    From the filings

    Now

    Depreciation and amortization expense 433 2.6 410 2.6 23 5.6 (Gain) on sale of property and equipment (62) (0.4) 62 (100.0)
  8. New MD&A

    The increase in net income as compared to 2025 was driven by the one-time, non-cash income tax expense of…

    New paragraph in MD&A.

    From the filings

    Now

    The increase in net income as compared to 2025 was driven by the one-time, non-cash income tax expense of $390 million related to the enactment of the OBBBA during Q3 2025 as well as increased income from operations in 2026, partially offset by decreased other income in 2026.
  9. New MD&A

    In 2022, we entered into the Credit Agreement providing for the $650 million Term Loan and a $1,850 million…

    New paragraph in MD&A.

    From the filings

    Now

    In 2022, we entered into the Credit Agreement providing for the $650 million Term Loan and a $1,850 million unsecured revolving credit facility, which were each due to mature in October 2027. During the second quarter of 2026, we borrowed $1,000 million under our revolving credit facility. On October 5, 2026, we entered into the New Credit Agreement providing for a $550 million unsecured New Term Loan and a $1,850 million unsecured revolving credit facility, which are each due to mature in October 2031. The Credit Agreement was terminated upon the closing of the New Credit Agreement and the proceeds from the New Term Loan were used primarily to repay our outstanding Term Loan balance. Additionally, in October 2026, we borrowed $1,000 million under the new revolving credit facility and used the proceeds to repay the outstanding balances under the previous revolving credit facility.
  10. New MD&A

    We are required under the New Credit Agreement to make scheduled quarterly principal payments under the New…

    New paragraph in MD&A.

    From the filings

    Now

    We are required under the New Credit Agreement to make scheduled quarterly principal payments under the New Term Loan beginning in December 2027. The New Credit Agreement contains customary affirmative and negative covenants as well as a financial covenant. The financial covenant is tested at the end of each fiscal quarter and requires us to maintain a Leverage Ratio not in excess of 3.50:1.00, or at our election for a period of up to four quarters following certain material acquisitions, 4.00:1.00.
Show the redline

Section by section. Added words and removed words against the earlier filing.

Cover page 3 changes

3 unchanged paragraphs

For the quarterly period ended June September 30, 2026

24 unchanged paragraphs

Indicate the number of shares outstanding of each of the issuer s classes of common stock, as of July 24, October 23, 2026:

1 unchanged paragraph

Class A Common Stock, par value $0.01 per share 450,444,209 447,030,425

1 unchanged paragraph

Exhibits 10 changes

11 unchanged paragraphs

Credit Agreement Credit agreement with a commercial bank syndicate dated April 18, 2024, October 6, 2022, as amended

14 unchanged paragraphs

New Credit Agreement Credit agreement with a commercial bank syndicate dated October 5, 2026

New Term Loan Unsecured term loan under the New Credit Agreement

1 unchanged paragraph

OBBBA One Big Beautiful Bill Act

9 unchanged paragraphs

Cognizant Technology Solutions 1

September 30, 2026 Form 10-Q

Defined Term Definition

1 unchanged paragraph

Third Circuit United States Court of Appeals for the Third Circuit

7 unchanged paragraphs

Cognizant Technology Solutions 1 2

June September 30, 2026 Form 10-Q

Forward-looking statements 6 changes

1 unchanged paragraph

Such forward-looking statements may be included in various filings made by us with the SEC, in press releases or in oral statements made by or with the approval of one of our authorized executive officers. These forwar d-looking statements, such as statements regarding our anticipated future revenues, operating margin, earnings, capital expenditures, impacts to our business, financial results and financial condition as a result of the competitive marketplace for talent and future attrition trends, anticipated effective income tax rate and income tax expense, liquidity, financing strategy, access to capital, capital return strategy, investment strategies, cost management, plans and objectives, investment in our business, potential acquisitions, industry trends, client behaviors and trends, the outcome of and costs impacts associated with regulatory and litigation matters, matters related to Project Leap and other statements regarding matters that are not historical facts, are based on our current expectations, estimates and projections, management s beliefs and certain assumptions made by management, many of which, by their nature, are inherently uncertain and beyond our control. Actual results, performance, achievements and outcomes could differ materially from the results expressed in, or anticipated or implied by, these forward-looking statements. There are a number of important factors that could cause our results to differ materially from those indicated by such forward-looking statements, including:

17 unchanged paragraphs

Cognizant Technology Solutions 2 3

June September 30, 2026 Form 10-Q

3 unchanged paragraphs

risks related to infringement upon the IP rights of others or having our IP rights infringed upon; and the other risks described herein, as well as the factors set forth in "Part I, Item 1A. Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2025. and Part II, Item 1A. Risk Factors in our Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2026.

1 unchanged paragraph

Cognizant Technology Solutions 3 4

June September 30, 2026 Form 10-Q

1 unchanged paragraph

Financial statements 136 changes

2 unchanged paragraphs

Total assets $ 20,825 $ 20,692

(in millions, except par values) June September 30, 2026 December 31, 2025

Cash and cash equivalents $ 1,038 1,515 $ 1,901

Short-term investments 13 37 13

Trade accounts receivable, net 4,780 4,850 4,439

Other current assets 1,728 1,688 1,465

Total current assets 7,559 8,090 7,818

Property and equipment, net 981 980 933

Operating lease assets, net 555 601 573

Goodwill 8,083 8,076 7,106

Intangible assets, net 1,675 1,608 1,417

Deferred income tax assets, net 764 735 967

Long-term investments 106 107 111

Other noncurrent assets 1,102 1,129 1,767

Total assets $ 21,326 $ 20,692

2 unchanged paragraphs

Accounts payable $ 357 $ 308

Deferred revenue 490 501

Short-term debt 33 33

Accounts payable $ 366 $ 308

Deferred revenue 415 501

Operating lease liabilities 145 156 153

Accrued expenses and other current liabilities 2,439 2,701 2,664

Total current liabilities 3,464 3,638 3,659

Deferred revenue, noncurrent 31 29 37

Operating lease liabilities, noncurrent 389 424 423

Deferred income tax liabilities, net 177 162 168

Long-term debt 1,527 1,552 543

Other noncurrent liabilities 775 795 847

Total liabilities 6,363 6,600 5,677

Commitments and contingencies (See Note 1 1 11 )

2 unchanged paragraphs

Class A common stock, $ 0.01 par value, 1,000 shares authorized, 452 448 and 479 shares issued and outstanding as of June September 30, 2026 and December 31, 2025, respectively

1 unchanged paragraph

Retained earnings 14,647 14,915 15,158

Accumulated other comprehensive income (loss) ( 201 204 ) ( 160 )

Total stockholders equity 14,462 14,726 15,015

Total liabilities and stockholders equity $ 20,825 21,326 $ 20,692

1 unchanged paragraph

Cognizant Technology Solutions 4 5

June September 30, 2026 Form 10-Q

3 unchanged paragraphs

June 30, Six Months Ended

Revenues $ 5,481 $ 5,245 $ 10,894 $ 10,360

Selling, general and administrative expenses 728 810 1,519 1,601

Restructuring charges 84 84

Depreciation and amortization expense 143 139 284 275

September 30, Nine Months Ended

Revenues $ 5,664 $ 5,415 $ 16,558 $ 15,775

Cost of revenues (exclusive of depreciation and amortization expense shown separately below) 3,652 3,479 7,290 6,876 3,751 3,581 11,041 10,457

Selling, general and administrative expenses 841 833 2,360 2,434

Restructuring charges 51 135

Depreciation and amortization expense 149 135 433 410

1 unchanged paragraph

Income from operations 874 817 1,717 1,670

Income from operations 872 866 2,589 2,536

1 unchanged paragraph

Interest income 18 23 40 53

Interest expense ( 13 ) ( 9 ) ( 20 ) ( 21 )

Other, net ( 11 ) 4 ( 20 ) 3

Income before provision for income taxes 875 842 1,742 1,714

Provision for income taxes ( 231 ) ( 197 ) ( 439 ) ( 410 )

Net income $ 636 $ 645 $ 1,298 $ 1,308

Basic earnings per share $ 1.36 $ 1.31 $ 2.76 $ 2.65

Diluted earnings per share $ 1.36 $ 1.31 $ 2.75 $ 2.65

Interest income 16 25 56 78

Interest expense ( 19 ) ( 8 ) ( 39 ) ( 29 )

Foreign currency exchange gains (losses), net 7 7 25 9 2 4 27 13

Other, net ( 8 ) ( 28 ) 3

Total other income (expense), net 1 25 25 44 ( 9 ) 21 16 65

Income before provision for income taxes 863 887 2,605 2,601

Provision for income taxes ( 237 ) ( 613 ) ( 676 ) ( 1,023 )

Income (loss) from equity method investments ( 8 ) 1 ( 5 4 ) 4

Net income $ 627 $ 274 $ 1,925 $ 1,582

Basic earnings per share $ 1.39 $ 0.56 $ 4.15 $ 3.22

Diluted earnings per share $ 1.39 $ 0.56 $ 4.14 $ 3.22

Weighted average number of common shares outstanding - Basic 466 492 471 493 450 486 464 491

Dilutive effect of shares issuable under stock-based compensation plans 1 1

Weighted average number of common shares outstanding - Diluted 466 492 472 493 450 487 465 491

1 unchanged paragraph

Cognizant Technology Solutions 5 6

June September 30, 2026 Form 10-Q

2 unchanged paragraphs

June 30, Six Months Ended

Net income $ 636 $ 645 $ 1,298 $ 1,308

September 30, Nine Months Ended

Net income $ 627 $ 274 $ 1,925 $ 1,582

1 unchanged paragraph

Foreign currency translation adjustments ( 16 ) 197 ( 55 ) 300

Foreign currency translation adjustments ( 15 ) ( 41 ) ( 70 ) 259

1 unchanged paragraph

1 unchanged paragraph

18 unchanged paragraphs

16 unchanged paragraphs

1 unchanged paragraph

2 unchanged paragraphs

1 unchanged paragraph

2 unchanged paragraphs

2 unchanged paragraphs

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

2 unchanged paragraphs

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1 unchanged paragraph

and 56 more changes in the filing

Note 1: Interim Consolidated Financial Statements 6 changes

6 unchanged paragraphs

The evaluation of whether there were indicators of impairment, and the estimation of a reporting unit's fair value, requires significant management judgment. Although the Company's share price has partially recovered from its recent low, a further decline in the Company's share price and market capitalization, or a deterioration in the operating results, cash flow projections, or other assumptions underlying the fair values of the Company's reporting units before the next annual impairment test on October 31, 2026, could require management to perform an interim quantitative impairment test.

During the quarter three months ended June 30, 2026, the Company's common share price and market capitalization declined, reaching a recent low, before partially recovering in July 2026. Management performed a qualitative assessment of this decline, together with other relevant events and circumstances, weighed against positive and mitigating factors and the substantial headroom established at the last annual test, and concluded that it was not more likely than not that the fair value of any of our reporting units was less than the carrying value of any of our reporting units as of June 30, 2026. The Company s share price recovered during the three months ended September 30, 2026, and in the absence of any indicators of impairment, management concluded that there was no need to perform a qualitative assessment or an interim quantitative impairment test before the next annual impairment test on October 31, 2026.

Cognizant Technology Solutions 9 11

June September 30, 2026 Form 10-Q

24 unchanged paragraphs

Cognizant Technology Solutions 10 12

June September 30, 2026 Form 10-Q

Note 2: Revenues and Trade Accounts Receivable 87 changes

2 unchanged paragraphs

June 30, 2026 Six Months Ended

September 30, 2026 Nine Months Ended

1 unchanged paragraph

North America $ 1,307 $ 1,263 $ 918 $ 639 $ 4,127 $ 2,618 $ 2,439 $ 1,834 $ 1,288 $ 8,179

United Kingdom 60 165 151 116 492 117 336 315 233 1,001

Continental Europe 164 167 171 33 535 332 333 332 68 1,065

Europe - Total 224 332 322 149 1,027 449 669 647 301 2,066

Rest of World 41 138 82 66 327 84 269 162 134 649

Total $ 1,572 $ 1,733 $ 1,322 $ 854 $ 5,481 $ 3,151 $ 3,377 $ 2,643 $ 1,723 $ 10,894

Consulting and technology services $ 925 $ 1,255 $ 900 $ 438 $ 3,518 $ 1,838 $ 2,440 $ 1,801 $ 930 $ 7,009

Outsourcing services 647 478 422 416 1,963 1,313 937 842 793 3,885

Total $ 1,572 $ 1,733 $ 1,322 $ 854 $ 5,481 $ 3,151 $ 3,377 $ 2,643 $ 1,723 $ 10,894

Time and materials $ 487 $ 848 $ 515 $ 455 $ 2,305 $ 961 $ 1,628 $ 1,038 $ 889 $ 4,516

Fixed-price 803 825 718 344 2,690 1,609 1,633 1,431 741 5,414

Transaction or volume-based 282 60 89 55 486 581 116 174 93 964

Total $ 1,572 $ 1,733 $ 1,322 $ 854 $ 5,481 $ 3,151 $ 3,377 $ 2,643 $ 1,723 $ 10,894

June 30, 2025 Six Months Ended

North America $ 1,319 $ 1,279 $ 961 $ 699 $ 4,258 $ 3,937 $ 3,718 $ 2,795 $ 1,987 $ 12,437

United Kingdom 63 179 162 128 532 180 515 477 361 1,533

Continental Europe 165 161 160 39 525 497 494 492 107 1,590

Europe - Total 228 340 322 167 1,057 677 1,009 969 468 3,123

Rest of World 40 148 88 73 349 124 417 250 207 998

Total $ 1,587 $ 1,767 $ 1,371 $ 939 $ 5,664 $ 4,738 $ 5,144 $ 4,014 $ 2,662 $ 16,558

Consulting and technology services $ 948 $ 1,280 $ 926 $ 446 $ 3,600 $ 2,786 $ 3,720 $ 2,727 $ 1,376 $ 10,609

Outsourcing services 639 487 445 493 2,064 1,952 1,424 1,287 1,286 5,949

Total $ 1,587 $ 1,767 $ 1,371 $ 939 $ 5,664 $ 4,738 $ 5,144 $ 4,014 $ 2,662 $ 16,558

Time and materials $ 488 $ 878 $ 537 $ 498 $ 2,401 $ 1,449 $ 2,506 $ 1,575 $ 1,387 $ 6,917

Fixed-price 797 826 759 371 2,753 2,406 2,459 2,190 1,112 8,167

Transaction or volume-based 302 63 75 70 510 883 179 249 163 1,474

Total $ 1,587 $ 1,767 $ 1,371 $ 939 $ 5,664 $ 4,738 $ 5,144 $ 4,014 $ 2,662 $ 16,558

Cognizant Technology Solutions 11 13

June September 30, 2026 Form 10-Q

September 30, 2025 Nine Months Ended

1 unchanged paragraph

North America $ 1,298 $ 1,096 $ 918 $ 600 $ 3,912 $ 2,628 $ 2,139 $ 1,829 $ 1,170 $ 7,766

United Kingdom 51 159 148 124 482 100 312 285 242 939

Continental Europe 166 160 159 35 520 326 307 312 68 1,013

Europe - Total 217 319 307 159 1,002 426 619 597 310 1,952

Rest of World 36 132 81 82 331 68 251 158 165 642

Total $ 1,551 $ 1,547 $ 1,306 $ 841 $ 5,245 $ 3,122 $ 3,009 $ 2,584 $ 1,645 $ 10,360

Consulting and technology services $ 908 $ 1,099 $ 918 $ 464 $ 3,389 $ 1,778 $ 2,119 $ 1,805 $ 913 $ 6,615

Outsourcing services 643 448 388 377 1,856 1,344 890 779 732 3,745

Total $ 1,551 $ 1,547 $ 1,306 $ 841 $ 5,245 $ 3,122 $ 3,009 $ 2,584 $ 1,645 $ 10,360

Time and materials $ 495 $ 812 $ 580 $ 454 $ 2,341 $ 976 $ 1,576 $ 1,136 $ 888 $ 4,576

Fixed-price 750 687 638 338 2,413 1,541 1,338 1,272 672 4,823

Transaction or volume-based 306 48 88 49 491 605 95 176 85 961

Total $ 1,551 $ 1,547 $ 1,306 $ 841 $ 5,245 $ 3,122 $ 3,009 $ 2,584 $ 1,645 $ 10,360

North America $ 1,331 $ 1,115 $ 978 $ 604 $ 4,028 $ 3,959 $ 3,254 $ 2,807 $ 1,774 $ 11,794

United Kingdom 56 166 156 125 503 156 478 441 367 1,442

Continental Europe 174 164 167 34 539 500 471 479 102 1,552

Europe - Total 230 330 323 159 1,042 656 949 920 469 2,994

Rest of World 43 133 82 87 345 111 384 240 252 987

Total $ 1,604 $ 1,578 $ 1,383 $ 850 $ 5,415 $ 4,726 $ 4,587 $ 3,967 $ 2,495 $ 15,775

Consulting and technology services $ 929 $ 1,118 $ 981 $ 466 $ 3,494 $ 2,707 $ 3,237 $ 2,786 $ 1,379 $ 10,109

Outsourcing services 675 460 402 384 1,921 2,019 1,350 1,181 1,116 5,666

Total $ 1,604 $ 1,578 $ 1,383 $ 850 $ 5,415 $ 4,726 $ 4,587 $ 3,967 $ 2,495 $ 15,775

Time and materials $ 506 $ 829 $ 589 $ 446 $ 2,370 $ 1,482 $ 2,405 $ 1,725 $ 1,334 $ 6,946

Fixed-price 791 697 704 355 2,547 2,332 2,035 1,976 1,027 7,370

Transaction or volume-based 307 52 90 49 498 912 147 266 134 1,459

Total $ 1,604 $ 1,578 $ 1,383 $ 850 $ 5,415 $ 4,726 $ 4,587 $ 3,967 $ 2,495 $ 15,775

The following table shows significant movements in the capitalized costs to fulfill for the six nine months ended June September 30:

2 unchanged paragraphs

Costs capitalized 60 20

Amortization expense ( 31 ) ( 40 )

Impairment charges ( 7 )

Ending balance $ 190 $ 182

Costs capitalized 94 31

Amortization expense ( 44 ) ( 59 )

Impairment charges ( 2 ) ( 7 )

Ending balance $ 209 $ 174

1 unchanged paragraph

The table below shows significant movements in contract assets (current and noncurrent) for the six nine months ended June September 30:

2 unchanged paragraphs

Amounts acquired in business combinations 17

Ending balance $ 630 $ 489

Revenues recognized during the period but not billed 550 426 659 482

Amounts reclassified to trade accounts receivable ( 403 435 ) ( 323 351 )

Ending balance $ 690 $ 517

Cognizant Technology Solutions 12 14

June September 30, 2026 Form 10-Q

The table below shows significant movements in the deferred revenue balances (current and noncurrent) for the six nine months ended June September 30:

2 unchanged paragraphs

Ending balance $ 521 $ 474

Amounts billed but not recognized as revenues 394 332 337 299

Revenues recognized related to the beginning balance of deferred revenue ( 411 431 ) ( 338 360 )

Ending balance $ 444 $ 419

1 unchanged paragraph

4 unchanged paragraphs

2 unchanged paragraphs

1 unchanged paragraph

and 7 more changes in the filing

Note 3: Business Combinations 5 changes

1 unchanged paragraph

Cognizant Technology Solutions 13 15

June September 30, 2026 Form 10-Q

4 unchanged paragraphs

Trade accounts receivable 26 45 71 56 82

Other current assets 2 24 26 10 12

2 unchanged paragraphs

Non-deductible goodwill 119 407 526 408 527

9 unchanged paragraphs

Note 4: Restructuring Charges 8 changes

In the second quarter of 2026, we initiated Project Leap, a program designed to accelerate our transformation to the operating model of the future by funding investments in our integrated offerings, AI capabilities and partnerships, reshaping productivity through competitive offerings and upskilling our workforce. In connection with Project Leap, we expect to record total costs of $ 230 180 million to $ 320 250 million consisting of $ 200 150 million to $ 270 200 million of employee severance and other personnel related costs and $ 30 million to $ 50 million of other charges.

1 unchanged paragraph

Project Leap charges for each of the three months ended September 30, 2026 were $ 51 million and six included $ 46 million of employee separation costs and $ 5 million of other costs. Project Leap charges for the nine months ended June September 30, 2026 were $ 84 135 million and included $ 56 102 million of employee separation costs and $ 28 33 million of other costs. Other costs included certain facility exit costs and other costs related to Project Leap.

Changes in our accrued employee separation costs related to Project Leap included in "Accrued expenses and other current liabilities" in our unaudited consolidated statements of financial position are presented in the table below for the six nine months ended June September 30:

Employee separation costs accrued 56 102

Payments made ( 28 68 )

There were no restructuring charges for the three and six nine months ended June September 30, 2025.

Cognizant Technology Solutions 14 16

June September 30, 2026 Form 10-Q

Note 5: Accrued Expenses and Other Current Liabilities 7 changes

1 unchanged paragraph

Professional fees 206 193

(in millions) June September 30, 2026 December 31, 2025

Compensation and benefits $ 1,047 1,228 $ 1,490

Customer volume and other incentives 298 315 317

Liabilities related to the sale of third-party products 373 380 242

Professional fees 234 193

Total accrued expenses and other current liabilities $ 2,439 2,701 $ 2,664

Note 6: Debt 14 changes

As of each of June 30, 2026 and December 31, 2025, we had $ 33 million of short-term debt related to current maturities of our Term Loan.

In 2022, we have a entered into the Credit Agreement providing for a the $ 650 million Term Loan and a $ 1,850 million unsecured revolving credit facility, which are were each due to mature in October 2027. During the second quarter of 2026, we borrowed $ 1,000 million under our revolving credit facility. On October 5, 2026, we entered into a new credit agreement with a commercial bank syndicate ("New Credit Agreement") providing for a $ 550 million unsecured term loan ("New Term Loan") and a $ 1,850 million unsecured revolving credit facility, which are required under each due to mature in October 2031. The Credit Agreement to make scheduled quarterly principal payments on was terminated upon the closing of the New Credit Agreement and the proceeds from the New Term Loan were used primarily to repay our outstanding Term Loan balance. Additionally, in October 2026, we borrowed $ 1,000 million under the new revolving credit facility and used the proceeds to repay the outstanding balances under the previous revolving credit facility.

The Credit Agreement requires required interest to be paid at our option, at either the Term Benchmark, Adjusted Daily Simple RFR or the ABR rate (each as defined in the Credit Agreement), as applicable in each case, plus, in each case, an Applicable Margin (as defined in the Credit Agreement). Initially, The Applicable Margin is was 0.875 % with respect to Term Benchmark loans and RFR loans and 0.00 % with respect to ABR loans. Subsequently, The Applicable Margin with respect to Term Benchmark loans and RFR loans will be determined quarterly and may range from 0.75 % to 1.125 %, depending on our public debt ratings or, if we have not received public debt ratings, from 0.875 % to 1.125 %, depending on our Leverage Ratio, which is the ratio of indebtedness for borrowed money to Consolidated EBITDA, as defined in the Credit Agreement. Since the issuance of the Term Loan t he Term Loan has been was a Term Benchmark loan. The Credit Agreement contains customary affirmative and negative covenants as well as a financial covenant. We were in compliance with all debt covenants and representations of the Credit Agreement as of June 30, 2026.

The Credit Agreement contained customary affirmative and negative covenants as well as a financial covenant. We were in compliance with all debt covenants and representations of the Credit Agreement as of September 30, 2026.

The New Credit Agreement requires interest to be paid at either the Term Benchmark, Adjusted Daily Simple RFR or the ABR rate (each as defined in the New Credit Agreement), as applicable in each case, plus, in each case, an Applicable Margin (as defined in the New Credit Agreement). Initially, the Applicable Margin is 0.875 % with respect to Term Benchmark loans and RFR loans and 0.00 % with respect to ABR loans. Subsequently, the Applicable Margin with respect to Term Benchmark loans and RFR loans will be determined quarterly and may range from 0.75 % to 1.125 %, and with respect to ABR loans may range from 0.00 % to 0.125 %. The Applicable Margin will be determined by reference to the lower of the rate available under (i) a grid based upon the Index Debt Rating (as defined in the New Credit Agreement) if we have received public index debt ratings from certain ratings agencies and (ii) a grid based on our Leverage Ratio, which is the ratio of indebtedness for borrowed money to Consolidated EBITDA, as defined in the New Credit Agreement. Initially, the New Term Loan is a Term Benchmark loan.

We are required under the New Credit Agreement to make scheduled quarterly principal payments under the New Term Loan beginning in December 2027. The New Credit Agreement contains customary affirmative and negative covenants as well as a financial covenant. The financial covenant is tested at the end of each fiscal quarter and requires us to maintain a Leverage Ratio not in excess of 3.50 :1.00, or at our election for a period of up to four quarters following certain material acquisitions, 4.00 :1.00.

Scheduled quarterly principal payments on the New Term Loan will begin in December 2027. As long-term debt (in the form of the New Term Loan) has been issued after the balance sheet date refinancing the short-term balances under the Term Loan, all balances related to the Term Loan were presented as long-term debt as of September 30, 2026. As such, there were no short-term debt balances as of September 30, 2026. As of December 31, 2025, we had $ 33 million of short-term debt related to current maturities of our Term Loan.

Cognizant Technology Solutions 17

September 30, 2026 Form 10-Q

1 unchanged paragraph

(in millions) June September 30, 2026 December 31, 2025

3 unchanged paragraphs

Cognizant Technology Solutions 15

June 30, 2026 Form 10-Q

Long-term debt, net of current maturities $ 1,527 1,552 $ 543

The carrying value of our debt approximated its fair value as of June September 30, 2026 and December 31, 2025.

Note 7: Income Taxes 11 changes

1 unchanged paragraph

June 30, Six Months Ended

Effective income tax rate 26.4 % 23.4 % 25.2 % 23.9 %

September 30, Nine Months Ended

Effective income tax rate 27.5 % 69.1 % 26.0 % 39.3 %

The effective income tax rate for the six nine months ended June September 30, 2026, was positively impacted by $ 34 million of discrete benefits in Q1 2026, driven by the agreed terms of an anticipated conclusion of an advance pricing agreement.

In July 2025, the OBBBA was enacted in the United States, which, among other provisions, repealed the requirement to capitalize U.S. research and experimental costs. As a result, we concluded that it is not more likely than not that we will realize our deferred tax asset of $ 390 million related to research and experimental costs capitalized outside the United States. Therefore, in the third quarter of 2025, we recorded a one-time, non-cash income tax expense of $ 390 million, which increased our effective income tax rate for the three and nine months ended September 30, 2025.

1 unchanged paragraph

The 2016 transaction was undertaken pursuant to a plan approved by the High Court in Chennai, India, and resulted in the payment of $ 135 million in Indian income taxes - an amount we believe includes all the applicable taxes owed for this transaction under Indian law. In March 2018, the ITD asserted that it is owed an additional 33 billion Indian rupees ($ 349 344 million at the June September 30, 2026 exchange rate) on the 2016 transaction. We deposited 5 billion Indian rupees, representing 15 % of the disputed tax amount related to the 2016 transaction, with the ITD. Additionally, certain time deposits of CTS India were placed under lien in favor of the ITD, representing the remainder of the disputed tax amount.

1 unchanged paragraph

As of June September 30, 2026 and December 31, 2025, the deposit with the ITD was $ 365 360 million and $ 384 million, respectively, presented in "Other noncurrent assets."

1 unchanged paragraph

We continue to believe we have paid all applicable taxes owed on both the 2016 and the 2013 transactions and we continue to defend our positions with respect to both matters. Accordingly, we have not recorded any reserves for these matters as of June September 30, 2026.

Cognizant Technology Solutions 18

September 30, 2026 Form 10-Q

Note 8: Derivative Financial Instruments 24 changes

1 unchanged paragraph

Cognizant Technology Solutions 16

June 30, 2026 Form 10-Q

1 unchanged paragraph

(in millions) June September 30, 2026 December 31, 2025

3 unchanged paragraphs

Other current assets $ 5 2 $ $ 1 $

Other noncurrent assets 4 2

Accrued expenses and other current liabilities 88 95 63

Other noncurrent liabilities 26 18 22

Foreign exchange forward contracts Not designated as hedging instruments Other current assets 1 2 2

Accrued expenses and other current liabilities 2 3 1

Total $ 10 6 $ 116 $ 3 $ 86

We have entered and continue to enter into a series of foreign exchange derivative contracts that are designated as cash flow hedges of Indian rupee denominated payments in India. These contracts are intended to partially offset the impact of movement of the Indian rupee against the U.S. dollar on future operating costs and are scheduled to mature each month during the remainder of 2026, 2027 and the first six nine months of 2028. The changes in fair value of these contracts are initially reported in "Accumulated other comprehensive income (loss)" in our unaudited consolidated statements of financial position and are subsequently reclassified to earnings within "Cost of revenues" and "Selling, general and administrative expenses" in our unaudited consolidated statements of operations in the same period that the forecasted Indian rupee denominated payments are recorded in earnings. As of June September 30, 2026, we estimate that $ 76 74 million, net of tax, of net losses related to derivatives designated as cash flow hedges reported in "Accumulated other comprehensive income (loss)" in our unaudited consolidated statements of financial position is expected to be reclassified into earnings within the next 12 months.

Cognizant Technology Solutions 19

September 30, 2026 Form 10-Q

1 unchanged paragraph

(in millions) June September 30, 2026 December 31, 2025

2 unchanged paragraphs

Cognizant Technology Solutions 17

June 30, 2026 Form 10-Q

We use foreign exchange forward contracts to provide an economic hedge against balance sheet exposures to certain monetary assets and liabilities denominated in currencies other than the functional currency of our foreign subsidiaries. We entered into foreign exchange forward contracts that are scheduled to mature in the third fourth quarter of 2026 and the third quarter of 2027. Realized gains or losses and changes in the estimated fair value of these derivative financial instruments are recorded in the caption "Foreign currency exchange gains (losses), net" in our unaudited consolidated statements of operations.

1 unchanged paragraph

(in millions) June September 30, 2026 December 31, 2025

1 unchanged paragraph

Contracts outstanding $ 605 653 $ ( 1 ) $ 748 $ 1

The following table provides information on the location and amounts of realized and unrealized pre-tax gains and losses on the other derivative financial instruments for the three and six nine months ended June September 30:

Location of Net (Losses) Gains on Derivative Instruments Amount of Net (Losses) Gains on Derivative Instruments (in millions) 2026 2025 2026 2025

Foreign exchange forward contracts Not designated as hedging instruments Foreign currency exchange gains (losses), net $ ( 2 ) $ 5 $ ( 7 2 ) $ $ ( 8 3 )

1 unchanged paragraph

Cognizant Technology Solutions 20

September 30, 2026 Form 10-Q

Note 9: Fair Value Measurements 12 changes

5 unchanged paragraphs

The following table summarizes the financial assets and (liabilities) measured at fair value on a recurring basis as of June September 30, 2026:

1 unchanged paragraph

Time deposits 330 330

Money market funds $ 46 68 $ $ $ 46 68

Time deposits 345 345

5 unchanged paragraphs

Foreign exchange forward contracts 4 4 2 2

4 unchanged paragraphs

Foreign exchange forward contracts ( 26 18 ) ( 26 18 )

Cognizant Technology Solutions 18 21

June September 30, 2026 Form 10-Q

12 unchanged paragraphs

We measure the fair value of money market funds based on quoted prices in active markets for identical assets and measure the fair value of our equity investment security based on the published daily net asset value at which investors can freely subscribe to or redeem from the fund. The carrying value of the time deposits approximated fair value as of June September 30, 2026 and December 31, 2025.

2 unchanged paragraphs

During the six nine months ended June September 30, 2026 and the year ended December 31, 2025, there were no transfers among Level 1, Level 2 or Level 3 financial assets and liabilities.

Cognizant Technology Solutions 19 22

June September 30, 2026 Form 10-Q

Note 10: Accumulated Other Comprehensive Income (Loss) 57 changes

Three Months Six Months

Changes in "Accumulated other comprehensive income (loss)" by component were as follows for the three and six nine months ended June September 30, 2026:

Three Months Nine Months

2 unchanged paragraphs

Beginning balance $ ( 21 ) $ ( 6 ) $ ( 27 ) $ 11 $ 1 $ 12

Change in foreign currency translation adjustments ( 17 ) 1 ( 16 ) ( 49 ) ( 6 ) ( 55 )

Ending Beginning balance $ ( 38 ) $ ( 5 ) $ ( 43 ) $ ( 38 ) 11 $ ( 5 ) 1 $ ( 43 ) 12

Change in foreign currency translation adjustments ( 16 ) 1 ( 15 ) ( 65 ) ( 5 ) ( 70 )

Ending balance $ ( 54 ) $ ( 4 ) $ ( 58 ) $ ( 54 ) $ ( 4 ) $ ( 58 )

1 unchanged paragraph

Beginning balance $ ( 171 ) $ 43 $ ( 128 ) $ ( 84 ) $ 21 $ ( 63 )

Unrealized gains and (losses) arising during the period 4 ( 1 ) 3 ( 117 ) 29 ( 88 )

Beginning balance $ ( 124 ) $ 31 $ ( 93 ) $ ( 84 ) $ 21 $ ( 63 )

Unrealized (losses) arising during the period ( 28 ) 7 ( 21 ) ( 145 ) 36 ( 109 )

1 unchanged paragraph

Cost of revenues 39 ( 10 ) 29 69 ( 17 ) 52

SG&A expenses 4 ( 1 ) 3 8 ( 2 ) 6

Net change 47 ( 12 ) 35 ( 40 ) 10 ( 30 )

Ending balance $ ( 124 ) $ 31 $ ( 93 ) $ ( 124 ) $ 31 $ ( 93 )

Cost of revenues 34 ( 9 ) 25 103 ( 26 ) 77

SG&A expenses 3 3 11 ( 2 ) 9

Net change 9 ( 2 ) 7 ( 31 ) 8 ( 23 )

Ending balance $ ( 115 ) $ 29 $ ( 86 ) $ ( 115 ) $ 29 $ ( 86 )

1 unchanged paragraph

Beginning balance $ ( 92 ) $ 21 $ ( 71 ) $ ( 149 ) $ 40 $ ( 109 )

Gains and (losses), net of amortization 5 1 6 62 ( 18 ) 44

Ending Beginning balance $ ( 87 ) $ 22 $ ( 65 ) $ ( 87 149 ) $ 22 40 $ ( 65 109 )

Gains and (losses), net of amortization 6 ( 1 ) 5 68 ( 19 ) 49

Ending balance $ ( 81 ) $ 21 $ ( 60 ) $ ( 81 ) $ 21 $ ( 60 )

1 unchanged paragraph

Beginning balance $ ( 284 ) $ 58 $ ( 226 ) $ ( 222 ) $ 62 $ ( 160 )

Other comprehensive income (loss) 35 ( 10 ) 25 ( 27 ) ( 14 ) ( 41 )

Three Months Six Months

Ending Beginning balance $ ( 249 ) $ 48 $ ( 201 ) $ ( 249 222 ) $ 48 62 $ ( 201 160 )

Other comprehensive income (loss) ( 1 ) ( 2 ) ( 3 ) ( 28 ) ( 16 ) ( 44 )

Ending balance $ ( 250 ) $ 46 $ ( 204 ) $ ( 250 ) $ 46 $ ( 204 )

Cognizant Technology Solutions 20 23

June September 30, 2026 Form 10-Q

Changes in "Accumulated other comprehensive income (loss)" by component were as follows for the three and six nine months ended June September 30, 2025:

Three Months Nine Months

2 unchanged paragraphs

Beginning balance $ ( 164 ) $ 13 $ ( 151 ) $ ( 261 ) $ 7 $ ( 254 )

Change in foreign currency translation adjustments 204 ( 7 ) 197 301 ( 1 ) 300

Ending Beginning balance $ 40 $ 6 $ 46 $ 40 ( 261 ) $ 6 7 $ 46 ( 254 )

Change in foreign currency translation adjustments ( 38 ) ( 3 ) ( 41 ) 263 ( 4 ) 259

Ending balance $ 2 $ 3 $ 5 $ 2 $ 3 $ 5

1 unchanged paragraph

Beginning balance $ 4 $ ( 1 ) $ 3 $ ( 34 ) $ 9 $ ( 25 )

Unrealized gains arising during the period

Cost of revenues ( 1 ) ( 1 ) 6 ( 1 ) 5

Net change 13 ( 3 ) 10 51 ( 13 ) 38

Ending Beginning balance $ 17 $ ( 4 ) $ 13 $ 17 $ ( 4 34 ) $ 13 9 $ ( 25 )

Unrealized (losses) arising during the period ( 100 ) 25 ( 75 ) ( 56 ) 14 ( 42 )

Reclassifications of net (gains) and losses to:

Cost of revenues 11 ( 3 ) 8 17 ( 4 ) 13

SG&A expenses 1 1 2 ( 1 ) 1

Net change ( 88 ) 22 ( 66 ) ( 37 ) 9 ( 28 )

Ending balance $ ( 71 ) $ 18 $ ( 53 ) $ ( 71 ) $ 18 $ ( 53 )

1 unchanged paragraph

Beginning balance $ ( 20 19 ) $ 3 $ ( 17 16 ) $ ( 20 ) $ 3 $ ( 17 )

3 unchanged paragraphs

Beginning balance $ ( 180 ) $ 15 $ ( 165 ) $ ( 315 ) $ 19 $ ( 296 )

Other comprehensive income (loss) 218 ( 10 ) 208 353 ( 14 ) 339

Ending Beginning balance $ 38 $ 5 $ 43 $ 38 ( 315 ) $ 5 19 $ 43 ( 296 )

Other comprehensive income (loss) ( 126 ) 19 ( 107 ) 227 5 232

Ending balance $ ( 88 ) $ 24 $ ( 64 ) $ ( 88 ) $ 24 $ ( 64 )

Note 11: Commitments and Contingencies 13 changes

2 unchanged paragraphs

Cognizant Technology Solutions 21 24

June September 30, 2026 Form 10-Q

2 unchanged paragraphs

The Labor Code, which was implemented in November 2025, was designed to repeal and replace the Employees Provident Fund and Miscellaneous Provisions Act, 1952, subject to the issuance of applicable rules. The Social Security Rules were published by the government of India in May 2026. Additionally, the government of India notified the Employees Provident Fund Scheme of 2026 in June 2026. As a result of these developments, management concluded that the liability relating to periods where no proceedings had been initiated by the government is no longer required. Thus, in the second quarter of 2026, management recorded a benefit of $ 81 million in "Selling, general and administrative expenses" in our unaudited consolidated statement of operations. The remaining balance of the liability as of June September 30, 2026 was $ 20 million.

2 unchanged paragraphs

On June 1, 2021, an eighth putative shareholder derivative complaint was filed in the USDC-NJ, naming us and certain of our current and former directors and officers at that time as defendants. The complaint asserts claims similar to those in the previously-filed putative shareholder derivative actions. On March 31, 2022, we and certain of our current and former directors and officers moved to dismiss the complaint. On November 30, 2022, the USDC-NJ denied without prejudice those motions. The USDC-NJ ordered the parties to conduct limited discovery related to the issue of whether our board of directors wrongfully refused the plaintiff s earlier litigation demand and, after the conclusion of such limited discovery, to file targeted motions for summary judgment on the issue of wrongful refusal. On July 25, 2025, we reached an agreement in principle to settle this lawsuit, which later was approved by our board of directors and the individual defendants. On November 26, 2025, September 15, 2026 the court granted the plaintiff filed an unopposed s motion for preliminary final approval of the settlement which contemplates a payment to Cognizant. On June 30, 2026, the court entered an order preliminarily approving of the settlement and scheduled a hearing lawsuit. On September 14, 23, 2026, to determine whether to enter an order finally approving the settlement. court dismissed the lawsuit with prejudice. The amount of the settlement is expected to be immaterial to the Company s consolidated financial statements.

1 unchanged paragraph

On September 18, 2017, three former employees filed suit against Cognizant in the USDC-CDCA, alleging that they and similarly situated employees suffered disparate treatment on the basis of race in violation of 42 U.S.C. 1981. Plaintiffs subsequently amended their complaint three times, adding a fourth former employee plaintiff and claims for both disparate treatment and disparate impact on the basis of race and national origin under Title VII and disparate treatment and disparate impact on the basis of race and national origin under Title VII. Plaintiffs filed the operative Third Amended Complaint-Corrected on January 19, 2021. Cognizant filed its answer on January 29, 2021.

Cognizant Technology Solutions 22 25

June September 30, 2026 Form 10-Q

subsequently amended their complaint three times, adding a fourth former employee plaintiff and claims for both disparate treatment and disparate impact on the basis of race and national origin under Title VII and disparate treatment and disparate impact on the basis of race and national origin under Title VII. Plaintiffs filed the operative Third Amended Complaint-Corrected on January 19, 2021. Cognizant filed its answer on January 29, 2021.

2 unchanged paragraphs

The case proceeded to a retrial on September 24, 2024, and on October 4, 2024, the jury returned a verdict in favor of plaintiffs. On December 5, 2025, the USDC-CDCA awarded plaintiffs $16 million in interim attorneys fees and costs; and separately found in plaintiffs favor on their claim that Cognizant policies had a disparate impact on non-South Asian and non-Indian employees in view of the same evidence presented at the retrial. In addition to trials on Trial has been scheduled for December 8, 2026, for certain non-class claims. Separate from that trial, from a class standpoint the case will now proceed to the a second phase to determine individualized liability and damages, if any, for each class member. As a result of the verdict, each non-South Asian and non-Indian class member who pursues claims in the second phase will be entitled to a rebuttable presumption that all termination decisions were discriminatory and to the possibility of recovering punitive damages if they prevail. We believe that class certification was improper, and that the second phase of the case will confirm that individualized issues should have precluded class certification. Cognizant will continue to vigorously defend itself and pursue all available appellate arguments concerning class certification, the September 24, 2024 trial, and related orders at the appropriate time. Because we cannot predict the number of individual plaintiffs who will proceed to the second phase, or the outcome of those cases, and in view of the appellate arguments regarding class certification, we are unable to reasonably estimate a possible loss or range of loss. We have not recorded any accruals related to the ultimate outcome of this matter.

1 unchanged paragraph

In the normal course of business and in conjunction with certain client engagements, we have entered into contractual arrangements through which we may be obligated to indemnify clients or other parties with whom we conduct business with respect to certain matters. These arrangements can include provisions whereby we agree to hold the indemnified party and certain of their affiliated entities harmless with respect to third-party claims related to such matters as our breach of certain representations or covenants, our intellectual property infringement, our gross negligence or willful misconduct or certain other claims made against certain parties. Payments by us under any of these arrangements are generally conditioned on the client making a claim and providing us with full control over the defense and settlement of such claim. It is not possible to determine the maximum potential liability under these indemnification agreements due to the unique facts and circumstances involved in

Cognizant Technology Solutions 23 26

June September 30, 2026 Form 10-Q

the maximum potential liability under these indemnification agreements due to the unique facts and circumstances involved in each particular agreement. Historically, we have not made material payments under these indemnification agreements and therefore they have not had a material impact on our operating results, financial position, or cash flows. However, if events arise requiring us to make payment for indemnification claims under our indemnification obligations in contracts we have entered, such payments could have a material adverse effect on our business, results of operations, financial position and cash flows for a particular period.

Note 12: Segment Information 13 changes

6 unchanged paragraphs

Three Months Ended June September 30, 2026 Six Nine Months Ended June September 30, 2026 (in millions) HS

1 unchanged paragraph

Segment operating profit $ 312 $ 277 $ 165 $ 123 $ 877 $ 627 $ 529 $ 343 $ 221 $ 1,720 ( 3 ) ( 3 )

Income from operations $ 874 $ 1,717

Segment operating profit $ 321 $ 283 $ 187 $ 132 $ 923 $ 948 $ 812 $ 530 $ 353 $ 2,643 ( 51 ) ( 54 )

Income from operations $ 872 $ 2,589

Three Months Ended June September 30, 2025 Six Nine Months Ended June September 30, 2025 (in millions) HS FS P&R CMT Total HS FS P&R CMT Total

1 unchanged paragraph

Segment operating profit $ 292 $ 250 $ 167 $ 108 $ 817 $ 580 $ 493 $ 346 $ 189 $ 1,608

Segment operating profit $ 311 $ 265 $ 178 $ 112 $ 866 $ 891 $ 758 $ 524 $ 301 $ 2,474

1 unchanged paragraph

Income from operations $ 817 $ 1,670

Income from operations $ 866 $ 2,536

1 unchanged paragraph

Cognizant Technology Solutions 24 27

June September 30, 2026 Form 10-Q

2 unchanged paragraphs

(in millions) June September 30, 2026 December 31, 2025

4 unchanged paragraphs

Note 13: Subsequent Events 5 changes

On October 5, 2026, we entered into the New Credit Agreement. See Note 6 for additional information.

On July 27, October 28, 2026, the Board of Directors approved the Company's declaration of a $ 0.33 per share dividend with a record date of August 18, November 13, 2026 and a payment date of August November 25, 2026.

On October 21, 2026, we entered into a definitive agreement to acquire DyFlex Solutions, a leading SAP transformation firm headquartered in Australia, for approximately $ 210 million in cash payable upon closing, subject to customary closing adjustments. This acquisition is expected to strengthen our enterprise platform and AI and SAP capabilities in the region.

Cognizant Technology Solutions 25 28

June September 30, 2026 Form 10-Q

MD&A 267 changes

2 unchanged paragraphs

As disclosed in Note 1 1 to our unaudited consolidated financial statements, management concluded that the portion of the India Defined Contribution Obligation liability recorded in 2019 that relates to periods where no proceedings had been initiated by the government is no longer required. Thus, in the second quarter of 2026, we recorded a benefit of $81 million in "Selling, general and administrative expenses" in our unaudited consolidated statement of operations.

During the second quarter of 2026, we repurchased $1,153 million of our Class A common stock under our stock repurchase program: $653 million through open market purchases and $500 million through ASR agreements. Additionally, we completed our acquisition of Astreya for a purchase price of $63 4 million, including contingent consideration of $25 million, net of cash acquired, while borrowing $1,000 million under our revolving credit facility. We remain focused on our long-term capital allocation framework, including the flexibility to pursue strategic acquisitions.

In connection with Project Leap, in the second third quarter of 2026 we incurred $84 $51 million of employee separation and other costs. Since the inception of the program, we have incurred $135 million in total costs. See Note 4 to our unaudited consolidated financial statements. During the third quarter of 2026, we revised our estimates related to Project Leap. We now expect to record total costs of $230 $180 million to $320 $250 million, with substantially all $140 million to $160 million of the costs expected to be incurred in 2026 and the remainder to be incurred through the first quarter of 2027. Cash payments related to the costs are expected to be made primarily over the same period. This consists of $200 $150 million to $270 $200 million of employee severance and other personnel related costs and $30 million to $50 million of other charges. This program is expected to generate in-year savings of approximately $200 million to $300 million in 2026, which are and will continue to be used primarily to fund investments as described above. The estimates of the charges and expenditures that we expect to incur in connection with Project Leap, the timing thereof, and the savings expected to be generated are subject to a number of assumptions, including local law requirements in various jurisdictions, and actual amounts may differ materially from estimates. In addition, we may incur other charges or cash expenditures not currently contemplated due to unanticipated events that may occur in connection with Project Leap.

Cognizant Technology Solutions 26 29

June September 30, 2026 Form 10-Q

Q2 Q3 2026 Financial Results 1

1 unchanged paragraph

Income from Operations up $57 million or 7.0% from Q2 2025

Operating margin up 30 bps from Q2 2025

Diluted EPS up $0.05 or 3.8% from Q2 2025

Adjusted Diluted EPS 1 up $0.06 or 4.6% from Q2 2025

Revenue up $236 $249 million or 4.5% 4.6% from Q2 Q3 2025; an increase of 4.1% 4.8% in constant currency 1

Income from Operations up $6 million or 0.7% from Q3 2025

Adjusted Income from Operations 1 up $60 $57 million or 7.3% 6.6% from Q2 Q3 2025

Operating margin down 60 bps from Q3 2025

Adjusted Operating Margin 1 up 40 30 bps from Q2 Q3 2025

Diluted EPS up $0.83 or 148.2% from Q3 2025

Adjusted Diluted EPS 1 up $0.10 or 7.2% from Q3 2025

During the quarter ended June September 30, 2026, revenues increased by $236 $249 million as compared to the quarter ended June September 30, 2025, representing growth of 4.5%, 4.6%, or 4.1% 4.8% on a constant currency 1 basis. Revenue growth was positively impacted led by the ramp up of several recently won large deals banking clients in our Financial Services segment and increasing demand for technology clients in our intuitive operations CMT segment, partially offset by weakness in communications and automation services as well as media clients in our AI CMT segment, healthcare clients in our Health Sciences segment and analytics services. retail, consumer goods, travel and hospitality clients in our Products and Resources segment. Additionally, revenue growth was positively impacted by our recently completed acquisitions (210 basis points of year-over-year revenue growth) and the sale of third-party products in connection with our integrated offerings strategy and our recently completed acquisitions. (190 basis points of year-over-year revenue growth). See 'Revenues - Reportable Business Segments and Geographic Markets' within Results of Operations for further details.

Our GAAP operating margin increased declined to 15.9% 15.4% for the quarter ended June September 30, 2026 from 15.6% 16.0% for the quarter ended June September 30, 2025. Our Adjusted Operating Margin 1 increased to 16.0% 16.3% for the quarter ended June September 30, 2026 from 15.6% 16.0% for the quarter ended June September 30, 2025. Our operating margins for the quarter ended June September 30, 2026, as compared to the quarter ended June September 30, 2025, were positively impacted by operational efficiencies Project Leap savings, net of investments in our AI capabilities, and the beneficial impact of foreign currency exchange rate movements, partially offset by increased compensation costs and the dilutive impact of our recently completed acquisitions. and the impact of the sale of third-party products In connection with our integrated offerings strategy. In addition, our GAAP operating margin for the quarter ended June September 30, 2026 was negatively impacted by $84 $51 million in costs related to Project Leap (see Note 4 ) and positively impacted by the $81 million partial reversal of the 2019 India Defined Contribution Obligation liability (see Note 1 1 ), both of which were excluded from our Adjusted Operating Margin.

In July 2025, the OBBBA was enacted in the United States, which, among other provisions, repealed the requirement to capitalize U.S. research and experimental costs. As a result, we concluded that it is not more likely than not that we will realize our deferred tax asset of $390 million related to research and experimental costs capitalized outside the United States. Therefore, in the third quarter of 2025, we recorded a one-time, non-cash income tax expense of $390 million. This impacted our Q3 2025 GAAP diluted EPS by $0.80, which is added back for the calculation of Adjusted EPS.

As a global professional services company, we compete on the basis of the knowledge, experience, insights, skills and talent of our employees and the value they can provide to our clients. We closely monitor attrition trends focusing on the metric that we believe is most relevant to our business. During the first quarter of 2026, we modified our definition of Voluntary Attrition - Tech Services to exclude certain categories of negotiated separations and have recast prior periods to conform to the new definition. For each of the trailing twelve months ended June September 30, 2026 and the trailing twelve months ended September 30, 2025, our Voluntary Attrition - Tech Services was 13.0% as compared to 12.6%. for the trailing twelve months ended June 30, 2025. We finished the second third quarter of 2026 with approximately 356,700 359,900 employees as compared to 343,800 349,800 employees at the end of the second third quarter of 2025.

1 unchanged paragraph

Cognizant Technology Solutions 27 30

June September 30, 2026 Form 10-Q

2 unchanged paragraphs

Potential tax law and other regulatory and administrative changes, including judicial decisions thereon, may impact our future results. The government of India implemented labor law reforms effective November 21, 2025, including the Code on Social Security, 2020, and additionally published The Social Security Rules in May 2026 and notified the Employees Provident Fund Scheme of 2026 in June 2026. The government of India continues to issue clarifications on various aspects of the Labor Code, and certain Indian states are yet to notify or operationalize their corresponding rules. The outcome of these clarifications could impact our compensation and benefit expenses in India. In addition, in March 2024, India and Mauritius signed a Protocol to amend the India-Mauritius Income Tax Treaty. Tr eaty, which entered into force in August 2026 and was announced in October 2026 by the India Government. We continue to evaluate the potential impact of the amendment, which depending on its final terms when entered into force, could increase our effective income tax rate, as CTS India is a subsidiary of our wholly-owned Mauritius entity. For additional information, see "Part I, Item 1A. Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2025.

Cognizant Technology Solutions 28 31

June September 30, 2026 Form 10-Q

1 unchanged paragraph

Three Months Ended June September 30, 2026 Compared to Three Months Ended June September 30, 2025

The following table sets forth, for the periods indicated, certain financial data for the three months ended June September 30:

2 unchanged paragraphs

Revenues $ 5,481 100.0 $ 5,245 100.0 $ 236 4.5

Revenues $ 5,664 100.0 $ 5,415 100.0 $ 249 4.6

2 unchanged paragraphs

Restructuring charges 84 1.5 84 N/A

Depreciation and amortization expense 143 2.6 139 2.7 4 2.9

Restructuring charges 51 0.9 51 N/A

Depreciation and amortization expense 149 2.6 135 2.5 14 10.4

1 unchanged paragraph

Other income (expense), net 1 25 (24) (96.0)

Income before provision for income taxes 875 16.0 842 16.1 33 3.9

Provision for income taxes (231) (197) (34) 17.3

Net income $ 636 11.6 $ 645 12.3 $ (9) (1.4)

Other income (expense), net (9) 21 (30) (142.9)

Income before provision for income taxes 863 15.2 887 16.4 (24) (2.7)

Provision for income taxes (237) (613) 376 (61.3)

Income (loss) from equity method investments (8) (8) 1 1 N/A

Net income $ 627 11.1 $ 274 5.1 $ 353 128.8

1 unchanged paragraph

Adjusted Diluted EPS $ 1.37 $ 1.31 $ 0.06 4.6

Adjusted Income from Operations and Adjusted Operating Margin $ 877 16.0 923 16.3 $ 817 15.6 866 16.0 $ 60 7.3 57 6.6

Adjusted Diluted EPS $ 1.49 $ 1.39 $ 0.10 7.2

2 unchanged paragraphs

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and 221 more changes in the filing

Market risk 4 changes

and 4 more changes in the filing

Controls and procedures 4 changes

1 unchanged paragraph

1 unchanged paragraph

and 4 more changes in the filing

Risk factors 3 changes

and 3 more changes in the filing

Unregistered sales of stock 19 changes

1 unchanged paragraph

and 19 more changes in the filing

Other information 11 changes

3 unchanged paragraphs

1 unchanged paragraph

and 11 more changes in the filing

Unchanged: Notes to the financial statements, Legal proceedings

Compared by code from the two filings' text and XBRL. Not advice.

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