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美国

证券交易委员会

华盛顿特区 20549

10-Q 表


☒	根据《1934 年证券交易法》第 13 条或第 15(d) 条提交的季度报告
	截至以下日期的季度期间：	2026 年 9 月 30 日
或
☐	根据《1934 年证券交易法》第 13 条或第 15(d) 条提交的过渡报告
	过渡期间自至

委员会文件编号：0-24429

$\"Cognizant.jpg\"$

COGNIZANT TECHNOLOGY SOLUTIONS CORPORATION

（注册人章程中载明的确切名称）


特拉华州		13-3728359
（州或其他司法管辖区）注册成立或组织地）		（美国国税局雇主识别号）

300 Frank W. Burr Blvd., Suite 36, 6th Floor

新泽西州蒂内克 07666

（主要行政办公室地址）（邮政编码）

注册人电话号码（包括区号）：(201) 801-0233

不适用

（前名称、前地址及前财政年度，

如自上次报告以来有所变更）

根据该法第 12(b) 条注册的证券：


各类证券名称	交易代码	注册所在交易所名称
A 类普通股，每股面值 $0.01	CTSH	纳斯达克股票市场有限责任公司

请勾选说明注册人是否：(1) 已在此前 12 个月内（或注册人须提交此类报告的较短期间内）提交了《1934 年证券交易法》第 13 条或第 15(d) 条要求提交的所有报告，以及 (2) 在过去 90 天内一直受此类提交要求约束。是 ☒ 否： ☐

请勾选说明注册人是否已在此前 12 个月内（或注册人须提交此类文件的较短期间内），根据 S-T 条例第 405 条（本章第 §232.405 条）的要求，以电子方式提交了所有互动数据文件。是 ☒ 否： ☐

请勾选说明注册人属于大型加速申报公司、加速申报公司、非加速申报公司、较小申报公司还是新兴成长型公司。定义参见《交易法》规则 12b-2 中“大型加速申报公司”“加速申报公司”“较小申报公司”和“新兴成长型公司”的定义。


大型加速申报公司	☒	加速申报公司	☐

非加速申报公司	☐	较小申报公司	☐

		新兴成长型公司	☐

如果属于新兴成长型公司，请勾选以表明注册人是否已选择不采用《交易法》第13(a)条规定的延长过渡期，以遵守任何新的或修订的财务会计准则。 ☐

请勾选以表明注册人是否为壳公司（定义见《交易法》第12b-2条）。是 ☐ 否 ☒

截至2026年10月23日，发行人各类普通股的流通股数：


类别		股份数
A类普通股，每股面值$0.01		447,030,425

COGNIZANT TECHNOLOGY SOLUTIONS CORPORATION


		页码
术语表	1

前瞻性陈述	3

第一部分	财务信息	5

第1项	财务报表	5

	未经审计的合并财务状况表，截至 9月 30日，2026年和2025年12月31日	5

	未经审计的合并经营报表，涵盖截至 9 月 30日的三个月和九个月，2026年和2025年	6

	未经审计的合并综合收益表，涵盖截至 9 月 30日的三个月和九个月，2026年和2025年	7

	未经审计的合并股东权益表，涵盖截至2026年和2025年3月31日的三个月、2026年和2025年6月30日以及2026年和2025年9月30日	8

	未经审计的合并现金流量表，涵盖截至 9 月 30日的九个月，2026年和2025年	10

	未经审计的合并财务报表附注	11

第2项	管理层对财务状况和经营成果的讨论与分析	29

第3项	有关市场风险的定量和定性披露	45

第4项	控制与程序	46

第二部分	其他信息	47

第1项	法律诉讼	47

第1A项	风险因素	47

第2项	未注册股权证券的销售及募集资金用途	47

第5项	其他信息	48

第6项	附件	49

签名	50


术语表
定义术语	定义
10b5-1计划	根据《交易法》Rule 10b5-1制定的交易计划
调整后摊薄每股收益	调整后摊薄每股收益
AI	人工智能
ASC	会计准则编纂
ASR	加速股票回购
CC	固定汇率
CE	欧洲大陆
CITA	印度所得税专员（上诉）
CMT	通信、媒体与技术
CODM	首席运营决策者
信贷协议	与商业银行银团于2022年10月6日签订并经修订的信贷协议
CTS India	我们在印度的主要运营子公司
DSO	应收账款周转天数
DTSA	《商业秘密保护法》
EPS	每股收益
EU	欧盟
《交易法》	经修订的《1934年证券交易法》
FS	金融服务
GAAP	美国公认会计原则
GenAI	生成式人工智能
HS	健康科学
高等法院	印度马德拉斯高等法院
印度固定缴款义务	印度雇员和雇主的某些法定固定缴款义务
IP	知识产权
ITAT	印度所得税上诉法庭
ITD	印度所得税局
《劳动法》	印度政府自2025年11月21日起实施的劳动法改革，包括《2020年社会保障法典》
NA	北美
新信贷协议	与商业银行银团于2026年10月5日签订的信贷协议
新定期贷款	新信贷协议项下的无担保定期贷款
第九巡回上诉法院	美国第九巡回上诉法院
OBBBA	《大而美法案》
P&R	产品与资源
Project Leap	于2026年第二季度推出的计划，旨在通过人工智能驱动的效率提升来简化运营并提高生产力
近期完成的收购	在报告期开始前12个月内完成的收购（用于确定此类收购在持有的首个12个月内产生的影响）
RoW	世界其他地区
SCI	印度最高法院
SEC	美国证券交易委员会
第二巡回上诉法院	美国第二巡回上诉法院
SG&A	销售、一般及行政费用
Syntel	Syntel Sterling Best Shores Mauritius Ltd.


Cognizant Technology Solutions	1	2026年9月30日的10-Q表格


术语表
定义术语	定义
定期贷款	信贷协议项下的无担保定期贷款
第三巡回上诉法院	美国第三巡回上诉法院
第七章	《1964年民权法案》第七章，42 U.S.C. § 2000e 及后续条款
TriZetto	TriZetto Group, Inc.，现称 Cognizant Technology Software Group, Inc.
UK	英国
USDC-CDCA	美国加利福尼亚中区联邦地区法院
USDC-NJ	美国新泽西联邦地区法院
USDC-SDNY	美国纽约南区联邦地区法院
自愿离职率 - 技术服务	包括所有自愿离职，但不包括 Intuitive Operations and Automation 业务部门的员工以及某些类别的协商离职


Cognizant Technology Solutions	2	2026年9月30日 Form 10-Q

前瞻性陈述

本 Form 10-Q 季度报告中所载的非历史事实陈述均为前瞻性陈述（符合《交易法》第 21E 条的含义），涉及风险和不确定性。这些前瞻性陈述可能通过使用前瞻性术语来识别，其中包括“相信”“预期”“可能”“能够”“将会”“计划”“打算”“估计”“预测”“潜在”“继续”“应该”或“预计”或其否定形式、其他变体或类似术语，也可能通过涉及风险和不确定性的战略讨论来识别。我们或我们的代表有时已经或可能以口头或书面形式作出前瞻性陈述。

此类前瞻性陈述可能包含在我们向 SEC 提交的各种文件、新闻稿中，或由我们的一位获授权执行官作出或经其批准的口头陈述中。这些前瞻性陈述，例如有关我们预计的未来收入、营业利润率、收益、资本支出、人才竞争市场对我们业务、财务业绩和财务状况的影响及未来离职趋势、预计的有效所得税率和所得税费用、流动性、融资策略、资本获取、资本回报策略、投资策略、成本管理、计划和目标、业务投资、潜在收购、行业趋势、客户行为和趋势、监管和诉讼事项的结果及相关影响、与 Project Leap 相关的事项，以及其他有关非历史事实事项的陈述，均基于我们当前的预期、估计和预测、管理层的信念以及管理层作出的某些假设，其中许多假设本质上具有不确定性且超出我们的控制范围。实际结果、业绩、成就和成果可能与这些前瞻性陈述中表达的、预期的或暗示的结果存在重大差异。可能导致我们的结果与此类前瞻性陈述所述内容存在重大差异的重要因素包括：

•全球宏观经济和地缘政治状况，尤其是我们的客户和运营集中所在市场的状况；

•竞争激烈且不断变化，以及显著的技术进步，而我们的服务必须跟上我们参与竞争的快速变化市场的步伐；

•我们在客户服务和自身内部运营中成功使用基于 AI 的技术的能力，以及基于 AI 的技术可能对服务需求或我们为服务争取有利价格或其他条款的能力产生的影响；

•我们以可接受的成本吸引、培训和留住熟练员工的能力，包括高技能技术人员、在关键 AI 和数字领域拥有经验的人员，以及负责在全球领导我们业务的高级管理人员；

•客户合同意外被短期终止或客户支出减少；

•我们达到某些合同规定的特定服务水平或里程碑的能力；

•我们实现盈利目标并维持资本回报策略的能力；

•我们成功实施 Project Leap 的能力，以及该项目的成本金额、成本发生时间和最终收益；

•通过内生和外延方式（包括收购）实现业务增长所面临的挑战，以及我们实现目标增长率并成功整合所收购业务的能力；

•如果我们未能保护客户和/或自身数据免遭安全漏洞和/或网络攻击，可能面临的法律、声誉和财务风险；

•外汇汇率波动，或对冲策略未能减轻此类波动的影响；

•未来大流行病、流行病或其他疾病暴发对我们的业务、经营业绩、流动性和财务状况的影响；

•极端天气对我们业务的影响；

•我们满足可持续发展和社会相关期望与目标的能力；

•我们的风险管理、业务韧性和灾难恢复计划的有效性，以及我们的全球交付能力可能受到影响的风险；

•签证限制（尤其是在美国、英国和欧盟）、更广泛的移民限制，或此类签证成本或我们必须向持签证员工支付的工资增加，这些因素可能影响我们争取客户业务和提供服务的能力；

•与反外包立法（如获通过）相关的风险，以及与离岸外包相关的负面看法；两者均可能损害我们服务客户的能力；


Cognizant Technology Solutions	3	2026年9月30日 Form 10-Q

•在我们运营所在的众多司法辖区，遵守大量且不断变化的法律和监管要求以及客户期望所涉及的风险和成本；

•税法或其解释或执行方面实际或潜在的变化、我们未能调整公司架构和公司间安排，或税务审计、调查或程序的不利结果；

•在开展业务过程中实际和潜在面临的诉讼及法律索赔；

•侵犯他人知识产权或自身知识产权遭侵犯相关的风险；以及

•本文所述的其他风险，以及我们截至2025年12月31日的财年 Form 10-K 年报“第一部分，第1A项：风险因素”中列出的因素。

建议您查阅我们在向 SEC 提交的报告中就相关主题作出的任何进一步披露，包括本报告“第一部分，第2项：管理层对财务状况和经营业绩的讨论与分析。”一节。除适用证券法可能要求的情形外，无论是因新信息、未来事件还是其他原因，我们均不承担更新或修订任何前瞻性陈述的义务。


Cognizant Technology Solutions	4	2026年9月30日 Form 10-Q

第一部分：财务信息

第1项. 财务报表。

COGNIZANT TECHNOLOGY SOLUTIONS CORPORATION

合并财务状况表

（未经审计）


（单位：百万，面值除外）	2026年9月30日		2025年12月31日
资产
流动资产：
现金及现金等价物	$	1,515			$	1,901
短期投资	37			13
应收贸易账款，净额	4,850			4,439
其他流动资产	1,688			1,465
流动资产总额	8,090			7,818
财产及设备，净额	980			933
经营租赁资产，净额	601			573
商誉	8,076			7,106
无形资产，净额	1,608			1,417
递延所得税资产，净额	735			967
长期投资	107			111
其他非流动资产	1,129			1,767
资产总额	$	21,326			$	20,692
负债及股东权益
流动负债：
应付账款	$	366			$	308
递延收入	415			501
短期债务	—			33
经营租赁负债	156			153
应计费用及其他流动负债	2,701			2,664
流动负债总额	3,638			3,659
非流动递延收入	29			37
非流动经营租赁负债	424			423
递延所得税负债，净额	162			168
长期债务	1,552			543

其他非流动负债	795			847
负债总额	6,600			5,677
承诺及或有事项（见附注11）
股东权益：
优先股，面值$0.10，授权发行15股，未发行	—			—
A类普通股，面值$0.01，授权发行1,000股；截至2026年9月30日和2025年12月31日，分别已发行并流通448股和479股	4			5
资本公积	11			12
留存收益	14,915			15,158
累计其他综合收益（亏损）	(204)			(160)
股东权益总额	14,726			15,015
负债及股东权益总额	$	21,326			$	20,692

随附附注是未经审计合并财务报表不可分割的组成部分。


Cognizant Technology Solutions	5	2026年9月30日 Form 10-Q

COGNIZANT TECHNOLOGY SOLUTIONS CORPORATION

合并经营报表

（未经审计）


（单位：百万，每股数据除外）	截至9月30日的三个月		截至9月30日的九个月
	2026		2025		2026		2025
收入	$	5,664			$	5,415		$	16,558	$	15,775
运营费用：
收入成本（不包括下文单独列示的折旧和摊销费用）	3,751			3,581			11,041		10,457
销售、一般及行政费用	841			833			2,360		2,434
重组费用	51			—			135		—
折旧和摊销费用	149			135			433		410
出售财产和设备的（收益）	—			—			—		(62)
运营收入	872			866			2,589		2,536
其他收入（费用），净额：
利息收入	16			25			56		78
利息费用	(19)			(8)			(39)		(29)
外币汇兑收益（损失），净额	2			4			27		13
其他，净额	(8)			—			(28)		3
其他收入（费用）总额，净额	(9)			21			16		65
所得税拨备前收入	863			887			2,605		2,601
所得税拨备	(237)			(613)			(676)		(1,023)
权益法投资收益（亏损）	1			—			(4)		4
净利润	$	627			$	274		$	1,925	$	1,582
基本每股收益	$	1.39			$	0.56		$	4.15	$	3.22
稀释后每股收益	$	1.39			$	0.56		$	4.14	$	3.22
加权平均已发行普通股数——基本	450			486			464		491
股票薪酬计划下可发行股份的稀释影响	—			1			1		—
加权平均已发行普通股数——稀释后	450			487			465		491

随附附注是未经审计合并财务报表不可分割的一部分。


Cognizant Technology Solutions	6	2026年9月30日 10-Q表

COGNIZANT TECHNOLOGY SOLUTIONS CORPORATION

综合收益合并报表

（未经审计）


（百万）	截至9月30日的三个月		截至9月30日的九个月
	2026		2025		2026		2025
净利润	$	627			$	274		$	1,925	$	1,582
累计其他综合收益（亏损）的变动，税后净额：
外币折算调整	(15)			(41)			(70)		259
现金流量套期的未实现收益和损失	7			(66)			(23)		(28)
设定受益义务净额的变动	5			—			49		1

其他综合收益（亏损）	(3)			(107)			(44)		232
综合收益	$	624			$	167		$	1,881	$	1,814

随附附注是未经审计合并财务报表不可分割的一部分。


Cognizant Technology Solutions	7	2026年9月30日 10-Q表

COGNIZANT TECHNOLOGY SOLUTIONS CORPORATION

股东权益合并报表

（未经审计）


（百万，股份数据除外）		A类普通股		额外实收资本		留存收益	累计其他综合收益（亏损）		股东权益总额
	股数		金额
2025年12月31日余额		479			$	5		$	12		$	15,158	$	(160)	$	15,015
净利润		—			—		—			662		—	662
其他综合收益（亏损）		—			—		—			—		(66)	(66)
根据股票薪酬计划发行普通股		1			—		17			—		—	17
股票薪酬费用		—			—		46			—		—	46
回购普通股		(6)			—		(58)			(390)		—	(448)
已宣告股息，每股$0.33		—			—		—			(158)		—	(158)
2026年3月31日余额		474			5		17			15,272		(226)	15,068
净利润		—			—		—			636		—	636
其他综合收益（亏损）		—			—		—			—		25	25
根据股票薪酬计划发行普通股		1			—		12			—		—	12
股票薪酬费用		—			—		53			—		—	53
回购普通股		(23)			—		(71)			(1,103)		—	(1,174)
已宣告股息，每股$0.33		—			—		—			(158)		—	(158)
2026年6月30日余额		452			5		11			14,647		(201)	14,462
净利润		—			—		—			627		—	627
其他综合收益（亏损）		—			—		—			—		(3)	(3)
根据股票薪酬计划发行普通股		1			—		12			—		—	12
股票薪酬费用		—			—		50			—		—	50
回购普通股		(5)			(1)		(62)			(209)		—	(272)
已宣告股息，每股 $0.33		—			—		—			(150)		—	(150)
余额，2026年9月30日		448			$	4		$	11		$	14,915	$	(204)	$	14,726

随附附注是未经审计合并财务报表的组成部分。


Cognizant Technology Solutions	8	2026年9月30日 Form 10-Q

COGNIZANT TECHNOLOGY SOLUTIONS CORPORATION

股东权益合并报表

（未经审计）


（单位：百万，股份数据除外）		A类普通股		额外实缴资本		留存收益	累计其他综合收益（亏损）		股东权益总额
	股份		金额
余额，2024年12月31日		495			$	5		$	13		$	14,686	$	(296)	$	14,408
净利润		—			—		—			663		—	663
其他综合收益（亏损）		—			—		—			—		131	131
发行普通股，股票薪酬计划		1			—		19			—		—	19
股票薪酬费用		—			—		42			—		—	42
回购普通股		(3)			—		(55)			(155)		—	(210)
已宣告股息，每股 $0.31		—			—		—			(154)		—	(154)
余额，2025年3月31日		493			5		19			15,040		(165)	14,899
净利润		—			—		—			645		—	645
其他综合收益（亏损）		—			—		—			—		208	208
发行普通股，股票薪酬计划		—			—		14			—		—	14
股票薪酬费用		—			—		48			—		—	48
回购普通股		(4)			—		(67)			(305)		—	(372)
已宣告股息，每股 $0.31		—			—		—			(154)		—	(154)
余额，2025年6月30日		489			5		14			15,226		43	15,288
净利润		—			—		—			274		—	274
其他综合收益（亏损）		—			—		—			—		(107)	(107)
发行普通股，股票薪酬计划		1			—		13			—		—	13

股票薪酬费用		—			—		47			—		—	47
回购普通股		(7)			—		(60)			(406)		—	(466)
已宣告股息，每股 $0.31		—			—		—			(152)		—	(152)
余额，2025年9月30日		483			$	5		$	14		$	14,942	$	(64)	$	14,897

随附附注是未经审计合并财务报表的组成部分。


Cognizant Technology Solutions	9	2026年9月30日 Form 10-Q

COGNIZANT TECHNOLOGY SOLUTIONS CORPORATION

现金流量合并报表

（未经审计）


（单位：百万）	截至9月30日的九个月
	2026		2025
经营活动产生的现金流量：
净利润	$	1,925			$	1,582
将净利润调节为经营活动提供的现金净额：
折旧和摊销费用	433			410

递延所得税	128			415
股票薪酬费用	149			137

出售不动产和设备的收益	—			(62)
其他，净额	19			(3)
经营资产和负债变动，扣除收购业务的影响：
贸易应收账款	(340)			(322)
其他流动和非流动资产	(153)			1
应付账款	39			(35)
递延收入，流动和非流动	(97)			(64)
其他流动和非流动负债	(267)			(34)
经营活动提供的现金净额	1,836			2,025
投资活动产生的现金流量：
购置不动产和设备	(254)			(211)
出售不动产和设备所得款项	—			70




购买其他投资	(101)			(17)
其他投资到期或出售所得款项	51			3
支付业务合并款项，扣除取得的现金	(1,313)			—
投资活动使用的现金净额	(1,617)			(155)
融资活动产生的现金流：
根据股票薪酬计划发行普通股	41			46


回购普通股	(1,877)			(1,040)
偿还定期贷款借款和融资租赁义务	(34)			(32)
循环信贷额度借款所得款项	1,000			—
偿还循环信贷额度项下未偿还票据	—			(300)
已付股息	(465)			(459)
融资活动使用的净现金	(1,335)			(1,785)
汇率变动对现金、现金等价物及受限现金的影响	(3)			25
现金、现金等价物及受限现金减少（增加）	(1,119)			110
年初现金、现金等价物及受限现金	2,634			2,231
期末现金及现金等价物	$	1,515			$	2,341

随附附注是未经审计合并财务报表不可分割的组成部分。


Cognizant Technology Solutions	10	2026年9月30日 Form 10-Q

COGNIZANT TECHNOLOGY SOLUTIONS CORPORATION

合并财务报表附注

（未经审计）

附注1 — 中期合并财务报表

除非上下文另有说明，“Cognizant”、“我们”、“我们的”、“本公司”及“公司”均指 Cognizant Technology Solutions Corporation 及其子公司。我们根据 GAAP 和《证券交易法》编制了本文所载未经审计的合并财务报表。阅读随附未经审计的合并财务报表时，应同时参阅我们截至2025年12月31日止年度的 Form 10-K 年报中所载经审计的合并财务报表（及其附注）。我们认为，已纳入所有被认为是公允列报随附未经审计合并财务报表所必需的调整，且所有调整均属正常且经常性调整。中期经营业绩并不一定代表全年可能取得的业绩。

出售财产和设备

在截至2025年3月31日的三个月内，我们以$70 million的对价出售了印度的一处办公综合楼，并在交易中确认了$62 million的收益，该收益列示于未经审计合并经营报表中的“出售财产和设备（收益）”。

加速股票回购协议

在截至2026年6月30日的三个月内，我们与金融机构签订并完成了加速股票回购（ASR）协议，以购买我们的A类普通股（“2026年5月 ASR”），对价为$500 million。根据2026年5月 ASR，总计回购了9.7 million股，平均回购价格为$51.54。在 ASR 项下股份交付给我们的期间，这些股份将恢复为已授权但未发行股份的状态。与 ASR 相关的预付款在付款期间作为合并财务状况表中股东权益的减少额入账。

商誉

公司每年于10月31日评估商誉是否减值；如果事件或情况变化表明某报告单位的公允价值很可能已低于其账面价值，则会更频繁地进行评估。公司最近一次年度减值测试于2025年10月31日进行，结果显示，公司各报告单位的公允价值均高于其账面价值，且不存在减值。

截至2026年6月30日的三个月内，公司普通股股价和市值下跌至近期低点，随后于2026年7月部分回升。管理层对这一跌幅进行了定性评估，并将其与其他相关事件和情况一并考虑，同时权衡了积极和缓解因素，以及上次年度测试中确定的大幅安全边际，最终认为，截至2026年6月30日，任何报告单位的公允价值低于其账面价值的可能性均不超过50%。截至2026年9月30日的三个月内，公司股价回升；在没有减值迹象的情况下，管理层认为，在下一次于2026年10月31日进行年度减值测试之前，无需进行定性评估或中期定量减值测试。


Cognizant Technology Solutions	11	2026年9月30日 Form 10-Q

近期采用的会计公告


发布日期及主题	采用日期及方法	说明	影响
2025年7月金融工具—信用损失（主题326）：应收账款和合同资产信用损失的计量	自2026年1月1日起采用未来适用法	该准则旨在简化应收账款和合同资产信用损失的计量，提供一项实务简便方法，允许实体假设资产负债表日的当前状况在该资产剩余存续期内保持不变。	采用该准则未对我们的合并财务报表产生重大影响。
2025年9月无形资产—商誉及其他—内部使用软件（子主题350-40）：内部使用软件会计处理的定向改进	自2026年1月1日起提前采用未来适用法	该准则旨在使内部使用软件指引现代化，从而更易于适用于各种软件开发方法。	采用该准则未对我们的合并财务报表产生重大影响。
2025年12月政府补助（主题832）：商业实体收到的政府补助的会计处理	自2026年1月1日起提前采用未来适用法	该准则为收到政府补助的商业实体提供权威指引，确立了政府补助的确认、计量、列报和披露规则。	采用该准则未对我们的合并财务报表产生重大影响。

新会计公告


发布日期及主题	生效日期	说明	影响
2024年11月利润表——综合收益报告——费用分项披露（子主题 220-40）	2027年开始的年度期间及2028年开始的中期期间未来适用法	该准则旨在通过要求上市商业实体在中期和年度报告期间的财务报表附注中披露特定费用类别的更多信息，改善财务报告。	我们目前正在评估对披露的影响。
2025年12月中期报告（主题 270）：有限范围改进	2028年开始的年度报告期间内的中期报告期间未来适用法	该准则阐明了主题 270 的适用范围，提供了一份全面的中期披露清单，并纳入一项披露原则，要求实体披露自上一个年度报告期末以来对实体产生重大影响的事件。	我们目前正在评估对中期披露的影响。


Cognizant Technology Solutions	12	2026年9月30日 10-Q 表格

附注 2 — 收入和应收贸易账款

收入分解

下表按客户所在地、服务线和合同类型列示了我们各应报告业务分部的客户合同收入明细。我们认为，这种分解最能体现行业、市场及其他经济因素如何影响收入和现金流的性质、金额、时间及不确定性。我们的咨询和技术服务包括咨询、应用程序开发、系统集成、质量工程与保证服务，以及软件解决方案和相关服务；而我们的外包服务包括应用程序维护、基础设施和安全服务，以及业务流程服务。收入按客户所在地（即客户的账单地址）归属至各地理区域。北美地区的绝大部分收入来自美国客户。


	截至2026年9月30日的三个月 2026年9月30日		截至2026年9月30日的九个月 2026年9月30日

（百万）	HS		FS		P&R		CMT	合计		HS	FS		P&R		CMT		合计
收入
地理区域：
北美	$	1,319			$	1,279		$	961		$	699			$	4,258		$	3,937	$	3,718		$	2,795	$	1,987	$	12,437
英国	63			179			162		128		532			180			515		477	361		1,533
欧洲大陆	165			161			160		39		525			497			494		492	107		1,590
欧洲合计	228			340			322		167		1,057			677			1,009		969	468		3,123
世界其他地区	40			148			88		73		349			124			417		250	207		998
合计	$	1,587			$	1,767		$	1,371		$	939			$	5,664		$	4,738	$	5,144		$	4,014	$	2,662	$	16,558

服务线：
咨询和技术服务	$	948			$	1,280		$	926		$	446			$	3,600		$	2,786	$	3,720		$	2,727	$	1,376	$	10,609
外包服务	639			487			445		493		2,064			1,952			1,424		1,287	1,286		5,949
合计	$	1,587			$	1,767		$	1,371		$	939			$	5,664		$	4,738	$	5,144		$	4,014	$	2,662	$	16,558

合同类型：
按时间和材料计费	$	488			$	878		$	537		$	498			$	2,401		$	1,449	$	2,506		$	1,575	$	1,387	$	6,917
固定价格	797			826			759		371		2,753			2,406			2,459		2,190	1,112		8,167
按交易或交易量计费	302			63			75		70		510			883			179		249	163		1,474
合计	$	1,587			$	1,767		$	1,371		$	939			$	5,664		$	4,738	$	5,144		$	4,014	$	2,662	$	16,558


Cognizant Technology Solutions	13	2026年9月30日 10-Q 表格


	截至2025年9月30日的三个月 2025年9月30日		截至2025年9月30日的九个月 2025年9月30日

（百万）	HS		FS		P&R		CMT	合计		HS	FS		P&R		CMT		总计
收入
地理区域：
北美	$	1,331			$	1,115		$	978		$	604			$	4,028		$	3,959	$	3,254		$	2,807	$	1,774	$	11,794
英国	56			166			156		125		503			156			478		441	367		1,442
欧洲大陆	174			164			167		34		539			500			471		479	102		1,552
欧洲—总计	230			330			323		159		1,042			656			949		920	469		2,994
世界其他地区	43			133			82		87		345			111			384		240	252		987
总计	$	1,604			$	1,578		$	1,383		$	850			$	5,415		$	4,726	$	4,587		$	3,967	$	2,495	$	15,775

服务线：
咨询和技术服务	$	929			$	1,118		$	981		$	466			$	3,494		$	2,707	$	3,237		$	2,786	$	1,379	$	10,109
外包服务	675			460			402		384		1,921			2,019			1,350		1,181	1,116		5,666
总计	$	1,604			$	1,578		$	1,383		$	850			$	5,415		$	4,726	$	4,587		$	3,967	$	2,495	$	15,775

合同类型：
按工时和材料计费	$	506			$	829		$	589		$	446			$	2,370		$	1,482	$	2,405		$	1,725	$	1,334	$	6,946
固定价格	791			697			704		355		2,547			2,332			2,035		1,976	1,027		7,370
按交易或用量计费	307			52			90		49		498			912			147		266	134		1,459
总计	$	1,604			$	1,578		$	1,383		$	850			$	5,415		$	4,726	$	4,587		$	3,967	$	2,495	$	15,775

履约成本

下表列示了截至9月30日止九个月履约资本化成本的重大变动：


（百万）	2026		2025
期初余额	$	161			$	209
资本化成本	94			31
摊销费用	(44)			(59)
减值费用	(2)			(7)
期末余额	$	209			$	174

所披露期间的合同取得成本并不重大。

合同余额

下表列示了截至9月30日止九个月合同资产（流动和非流动）的重大变动：


（百万）	2026		2025
期初余额	$	466			$	386
本期已确认但尚未开票的收入	659			482
重分类至应收账款的金额	(435)			(351)


期末余额	$	690			$	517


Cognizant Technology Solutions	14	2026年9月 30日10-Q表格

下表列示了截至9月30日止九个月递延收入余额（流动和非流动）的重大变动：


（百万）	2026		2025
期初余额	$	538			$	480
已开票但尚未确认为收入的金额	337			299
与递延收入期初余额相关的已确认收入	(431)			(360)


期末余额	$	444			$	419

截至2026年9月 30日止九个月内，针对以前期间已履行或部分履行的履约义务所确认的收入并不重大。

剩余履约义务

截至2026年9月 30日，分配至剩余履约义务的交易价格总额为$6,224 million，其中约35%预计将在1年内确认为收入，约60%预计将在2年内确认为收入，约95%预计将在5年内确认为收入。对于符合以下任一标准的履约义务，无需披露：

(1)根据ASC Topic 606《与客户签订的合同收入》确定，期限为一年或更短的合同，

(2)我们根据已履行服务的开票权确认收入的合同，

(3)全部分配至完全未履行的履约义务，或全部分配至构成单项履约义务组成部分的、完全未履行的转让可明确区分商品或服务的承诺的可变对价；且符合ASC 606-10-25-14(b)，并满足ASC 606-10-32-40中的标准，或

(4)以销售额或使用量为基础的特许权使用费形式的可变对价，该费用是为换取知识产权许可而承诺支付的。

我们的许多履约义务符合一项或多项此类豁免，因此未计入上述披露的剩余履约义务金额。

贸易应收账款及信用损失准备

下表列示了截至9月30日的九个月内贸易应收账款信用损失准备的变动情况：


（百万）	2026		2025
期初余额	$	23			$	26
信用损失费用 (1)	3			12
从准备金中核销的金额	(4)			(12)

期末余额	$	22			$	26

(1)列报于未经审计的合并经营报表中的“销售、一般及行政费用”。

注3 — 业务合并

2026年1月1日，根据一项购买协议，我们收购了3Cloud的100%所有权。3Cloud是最大的独立 Microsoft Azure 服务提供商之一，也是专注于 Azure 的 AI 赋能解决方案和产品领域的全球领导者。2025年12月31日，我们将733 million现金对价存入托管账户，该款项被视为受限现金，并计入合并财务状况表中的“其他非流动资产”。


Cognizant Technology Solutions	15	2026年9月30日 Form 10-Q

2026年6月22日，根据一项购买协议，我们收购了 Astreya Partners, Inc. 的100%所有权。该公司是一家全球 AI 优先型 IT 托管服务和解决方案提供商。

初步购买价分摊至所收购资产和承担负债的公允价值如下：


（百万）	3Cloud		Astreya				合计	加权平均使用年限
现金	$	3			$	52				$	55
贸易应收账款	26			56				82
其他流动资产	2			10				12
不动产、厂房及设备和其他非流动资产	2			18				20
经营租赁资产	—			2				2
不可抵税商誉	119			408				527
可抵税商誉	477			—				477
客户关系资产	130			250				380			9.2年
其他有限年限无形资产	2			1				3			1.0年


其他流动负债	(30)			(43)				(73)
递延所得税负债，净额	(3)			(71)				(74)
其他非流动负债	—			(13)				$	(13)
购买价（含或有对价）1	$	728			$	670				$	1,398

(1)Astreya 的购买价包含一项或有对价，最高支付额为25 million，在收购日估值为25 million；该款项取决于某些业务目标的达成情况。

我们收购3Cloud和 Astreya 所产生的商誉已分配至所有可报告分部。产生商誉的主要因素是所收购的员工队伍以及被收购公司与我们之间的协同效应，这两者均不符合可辨认无形资产的条件。上述分摊为初步分摊，将在计量期间内尽快完成最终确定，但最迟不超过收购日期后一年。

注4 — 重组费用

2026年第二季度，我们启动了 Project Leap，这是一项旨在通过投资于综合产品、AI 能力和合作伙伴关系，并通过具有竞争力的产品和提升员工技能来重塑生产力，从而加速向未来运营模式转型的计划。与 Project Leap 相关，我们预计将确认总计 $180 million 至 $250 million 的成本，其中包括 $150 million 至 $200 million 的员工遣散及其他人员相关成本，以及 $30 million 至 $50 million 的其他费用。

与 Project Leap 相关的成本列报于未经审计的合并经营报表中的“重组费用”。我们不会在提供给 CODM 的内部管理报告中将这些费用分配至各个分部。因此，这些费用在分部报告中单独披露为“未分配成本”。参见附注 12。

截至 2026 年 9 月 30 日的三个月，Project Leap 费用为 $51 million，其中包括 $46 million 的员工离职成本和 $5 million 的其他成本。截至 2026 年 9 月 30 日的九个月，Project Leap 费用为 $135 million，其中包括 $102 million 的员工离职成本和 $33 million 的其他成本。其他成本包括某些设施退出成本以及与 Project Leap 相关的其他成本。

下表列示截至 9 月 30 日的九个月内，与 Project Leap 相关并计入未经审计的合并财务状况报表“应计费用及其他流动负债”的应计员工离职成本变动：


（百万）	2026

期初余额	$	—
应计员工离职成本	102
已支付金额	(68)
期末余额	$	34

截至 2025 年 9 月 30 日的三个月和九个月均无重组费用。


Cognizant Technology Solutions	16	2026 年 9 月 30 日 Form 10-Q

附注 5 — 应计费用及其他流动负债

应计费用及其他流动负债如下：


（百万）	2026 年 9 月 30 日		2025 年 12 月 31 日
薪酬和福利	$	1,228			$	1,490
客户业务量及其他激励	315			317
与第三方产品销售相关的负债	380			242
专业服务费	234			193
所得税	16			18
其他	528			404
应计费用及其他流动负债总额	$	2,701			$	2,664

附注 6 — 债务

2022年，我们签订了《信贷协议》，其中规定了6.50亿美元定期贷款和18.50亿美元无担保循环信贷额度，两者均于2027年10月到期。2026年第二季度，我们根据循环信贷额度借入了10亿美元。2026年10月5日，我们与一家商业银行银团签订了新的信贷协议（“新信贷协议”），其中规定了5.50亿美元无担保定期贷款（“新定期贷款”）和18.50亿美元无担保循环信贷额度，两者均于2031年10月到期。新信贷协议完成交割后，原《信贷协议》即告终止；新定期贷款所得款项主要用于偿还未偿还的定期贷款余额。此外，2026年10月，我们根据新的循环信贷额度借入了10亿美元，并用所得款项偿还了原循环信贷额度项下的未偿还余额。

《信贷协议》要求利息按期限基准利率、调整后每日简单无风险利率或ABR利率（均定义见《信贷协议》）中的适用利率支付，并在各情况下加上适用利差（定义见《信贷协议》）。期限基准贷款和无风险利率贷款的适用利差为0.875%，ABR贷款的适用利差为0.00%。定期贷款为期限基准贷款。

《信贷协议》包含惯常的肯定性和否定性契约以及一项财务契约。截至2026年9月30日，我们遵守《信贷协议》的所有债务契约和陈述。

《新信贷协议》要求利息按期限基准利率、调整后每日简单无风险利率或ABR利率（均定义见《新信贷协议》）中的适用利率支付，并在各情况下加上适用利差（定义见《新信贷协议》）。初始情况下，期限基准贷款和无风险利率贷款的适用利差为0.875%，ABR贷款的适用利差为0.00%。此后，期限基准贷款和无风险利率贷款的适用利差将按季度确定，范围为0.75%至1.125%；ABR贷款的适用利差范围为0.00%至0.125%。适用利差将参考以下两项中较低者确定：(i) 若我们已从某些评级机构获得公开指数债务评级，则采用基于指数债务评级（定义见《新信贷协议》）的利差表；以及(ii) 基于我们杠杆率的利差表。杠杆率是借款债务与合并EBITDA之比，定义见《新信贷协议》。初始情况下，新定期贷款为期限基准贷款。

根据《新信贷协议》，我们须自2027年12月起按季度偿还新定期贷款的本金。《新信贷协议》包含惯常的肯定性和否定性契约以及一项财务契约。该财务契约在每个财季末进行测试，要求我们的杠杆率不超过3.50:1.00；若我们选择，则在某些重大收购后的最多四个季度内，杠杆率不得超过4.00:1.00。

短期债务

新定期贷款的计划季度本金偿付将于2027年12月开始。由于资产负债表日后已发行长期债务（即新定期贷款），用于再融资偿还定期贷款项下的短期余额，因此截至2026年9月30日，所有与定期贷款相关的余额均列为长期债务。因此，截至2026年9月30日不存在短期债务余额。截至2025年12月31日，我们有 3,300 万美元与定期贷款当前到期部分相关的短期债务。


Cognizant Technology Solutions	17	2026年9月30日 Form 10-Q

长期债务

下表汇总了截至以下日期的长期债务余额：


（百万美元）	2026年9月30日		2025年12月31日
循环信贷额度项下未偿还票据	$	1,000			$	—
定期贷款	553			577
减：
定期贷款当前到期部分	—			(33)
未摊销递延融资成本	(1)			(1)
长期债务，扣除当前到期部分	$	1,552			$	543

截至2026年9月30日和2025年12月31日，我们债务的账面价值接近其公允价值。

附注7 — 所得税

我们的有效所得税税率如下：


	截至9月30日的三个月		截至9月30日的九个月
	2026		2025		2026	2025
有效所得税税率	27.5	%		69.1	%	26.0	%	39.3	%

截至2026年9月30日的九个月，有效所得税税率受到2026年第一季度3,400万美元离散税收优惠的正面影响，该优惠源于预期达成的预约定价协议的约定条款。

2025年7月，美国颁布了OBBBA，其中包括废除美国研发费用资本化要求。因此，我们认定，在美国境外资本化的3.9亿美元研发费用相关递延所得税资产很可能无法实现。因此，2025年第三季度，我们确认了一次性非现金所得税费用3.9亿美元，使截至2025年9月30日的三个月和九个月有效所得税税率上升。

We are involved in two separate ongoing disputes with the ITD in connection with previously disclosed share repurchase transactions undertaken by CTS India in 2013 and 2016 to repurchase shares from its shareholders (non-Indian Cognizant entities) valued at $523 million and $2.8 billion, respectively.

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 ($344 million at the 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.

In April 2020, we received a formal assessment from the ITD on the 2016 transaction, which is consistent with the ITD's previous assertions. Our appeal was ruled on unfavorably by the CITA in March 2022 and by the ITAT in September 2023. We filed an appeal against the order of the ITAT with the High Court. On January 8, 2024, the SCI ruled that, in order to proceed with the appeal, we must deposit 30 billion Indian rupees, representing the time deposits of CTS India under lien, on the condition that, if CTS India prevails at the High Court, the amount deposited will be returned to CTS India, along with interest accrued, within four weeks of the judgment. We made the required deposit in January 2024 and the case is pending before the High Court.

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

The dispute in relation to the 2013 share repurchase transaction is also in litigation. At this time, the ITD has not made specific demands with regards to the 2013 transaction.

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 September 30, 2026.


Cognizant Technology Solutions	18	September 30, 2026 Form 10-Q

Table of Contents

Note 8 — Derivative Financial Instruments

In the normal course of business, we use foreign exchange forward contracts to manage foreign currency exchange rate risk. Derivatives may give rise to credit risk from the possible non-performance by counterparties. Credit risk is limited to the fair value of those contracts that are favorable to us. We have limited our credit risk by limiting the amount of credit exposure with any one financial institution and conducting ongoing evaluation of the creditworthiness of the financial institutions with which we do business. In addition, all the assets and liabilities related to the foreign exchange derivative contracts set forth in the table below are subject to master netting arrangements, such as the International Swaps and Derivatives Association Master Agreement, with each individual counterparty. These master netting arrangements generally provide for net settlement of all outstanding contracts with the counterparty in the case of an event of default or a termination event. We have presented all the assets and liabilities related to the foreign exchange derivative contracts, as applicable, on a gross basis, with no offsets, in our unaudited consolidated statements of financial position. There is no financial collateral (including cash collateral) posted or received by us related to the foreign exchange derivative contracts.

The following table provides information on the location and fair values of derivative financial instruments included in our unaudited consolidated statements of financial position as of:


(in millions)		September 30, 2026		December 31, 2025
Designation of Derivatives	Location on Statement of Financial Position	Assets		Liabilities		Assets		Liabilities
Foreign exchange forward contracts – Designated as cash flow hedging instruments	Other current assets	$	2			$	—		$	1	$	—
	Other noncurrent assets	2			—			—		—
	Accrued expenses and other current liabilities	—			95			—		63
	Other noncurrent liabilities	—			18			—		22
	Total	4			113			1		85
Foreign exchange forward contracts – Not designated as hedging instruments	Other current assets	2			—			2		—
	Accrued expenses and other current liabilities	—			3			—		1
	Total	2			3			2		1
Total		$	6			$	116		$	3	$	86

Cash Flow Hedges

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 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 September 30, 2026, we estimate that $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

Table of Contents

The notional value of the outstanding contracts by year of maturity was as follows:


(in millions)	September 30, 2026		December 31, 2025
2026	$	635			$	2,290
2027	1,800			1,020
2028	590			—
Total notional value of contracts outstanding	$	3,025			$	3,310

The activity related to the change in net unrealized gains and losses on the cash flow hedges included in \"Accumulated other comprehensive income (loss)\" in our unaudited consolidated statements of stockholders' equity is presented in Note 10.

Other Derivatives

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 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.

Additional information related to the outstanding foreign exchange forward contracts not designated as hedging instruments was as follows:


(in millions)	September 30, 2026		December 31, 2025
	Notional		Fair Value	Notional		Fair Value
Contracts outstanding	$	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 nine months ended 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		$	(2)	$	(3)

The related cash flow impacts of all the derivative activities are reflected as cash flows from operating activities.


Cognizant Technology Solutions	20	September 30, 2026 Form 10-Q

Table of Contents

Note 9 — Fair Value Measurements

We measure our cash equivalents, certain investments, contingent consideration liabilities and foreign exchange forward contracts at fair value. Fair value is the exit price, or the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that are either observable or unobservable. Observable inputs reflect assumptions market participants would use in pricing an asset or liability based on market data obtained from independent sources while unobservable inputs reflect a reporting entity’s pricing based upon their own market assumptions.

The fair value hierarchy consists of the following three levels:

•Level 1 – Inputs are quoted prices in active markets for identical assets or liabilities.

•Level 2 – Inputs are quoted prices for similar assets or liabilities in an active market, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable and market-corroborated inputs which are derived principally from or corroborated by observable market data.

•Level 3 – Inputs are derived from valuation techniques in which one or more significant inputs or value drivers are unobservable.

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


(in millions)	Level 1		Level 2		Level 3		Total
Cash equivalents:
Money market funds	$	68			$	—		$	—	$	68
Time deposits	—			345			—		345

Short-term investments:
Time deposits	—			25			—		25
Equity investment security	12			—			—		12


Other current assets:
Foreign exchange forward contracts	—			4			—		4


Other noncurrent assets:
Foreign exchange forward contracts	—			2			—		2
Accrued expenses and other current liabilities:
Foreign exchange forward contracts	—			(98)			—		(98)
Contingent consideration liabilities	—			—			(25)		(25)
Other noncurrent liabilities:
Foreign exchange forward contracts	—			(18)			—		(18)


Cognizant Technology Solutions	21	September 30, 2026 Form 10-Q

Table of Contents

The following table summarizes the financial assets and (liabilities) measured at fair value on a recurring basis as of December 31, 2025:


(in millions)	Level 1		Level 2		Level 3		Total
Cash equivalents:
Money market funds	$	24			$	—		$	—	$	24
Time deposits	—			183			—		183

Short-term investments:
Time deposits	—			1			—		1
Equity investment security	12			—			—		12


Other current assets:
Foreign exchange forward contracts	—			3			—		3




Accrued expenses and other current liabilities:
Foreign exchange forward contracts	—			(64)			—		(64)

Other noncurrent liabilities:
Foreign exchange forward contracts	—			(22)			—		(22)

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 September 30, 2026 and December 31, 2025.

We estimate the fair value of each foreign exchange forward contract by using a present value of expected cash flows model. This model calculates the difference between the current market forward price and the contracted forward price for each foreign exchange forward contract and applies the difference in the rates to each outstanding contract. The market forward rates include a discount and credit risk factor.

We estimate the fair value of contingent consideration liabilities associated with acquisitions using a variation of the income approach, which utilizes one or more significant inputs that are unobservable. This approach calculates the fair value of such liabilities based on the probability-weighted expected performance of the acquired entity against the target performance metric, discounted to present value when appropriate.

During the nine months ended 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	22	September 30, 2026 Form 10-Q

Table of Contents

Note 10 — Accumulated Other Comprehensive Income (Loss)

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


	Three Months		Nine Months
(in millions)	Before Tax Amount		Tax Effect		Net of Tax Amount		Before Tax Amount	Tax Effect		Net of Tax Amount
Foreign currency translation adjustments:
Beginning balance	$	(38)			$	(5)		$	(43)		$	11		$	1	$	12
Change in foreign currency translation adjustments	(16)			1			(15)		(65)		(5)		(70)
Ending balance	$	(54)			$	(4)		$	(58)		$	(54)		$	(4)	$	(58)
Unrealized gains (losses) on cash flow hedges:
Beginning balance	$	(124)			$	31		$	(93)		$	(84)		$	21	$	(63)
Unrealized (losses) arising during the period	(28)			7			(21)		(145)		36		(109)
Reclassifications of net losses to:
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)
Changes in net defined benefit obligations:
Beginning balance	$	(87)			$	22		$	(65)		$	(149)		$	40	$	(109)
Gains and (losses), net of amortization	6			(1)			5		68		(19)		49
Ending balance	$	(81)			$	21		$	(60)		$	(81)		$	21	$	(60)
Accumulated other comprehensive income (loss):
Beginning balance	$	(249)			$	48		$	(201)		$	(222)		$	62	$	(160)
Other comprehensive income (loss)	(1)			(2)			(3)		(28)		(16)		(44)
Ending balance	$	(250)			$	46		$	(204)		$	(250)		$	46	$	(204)


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


	Three Months		Nine Months
(in millions)	Before Tax Amount		Tax Effect		Net of Tax Amount		Before Tax Amount	Tax Effect		Net of Tax Amount
Foreign currency translation adjustments:
Beginning balance	$	40			$	6		$	46		$	(261)		$	7	$	(254)
Change in foreign currency translation adjustments	(38)			(3)			(41)		263		(4)		259
Ending balance	$	2			$	3		$	5		$	2		$	3	$	5
Unrealized gains (losses) on cash flow hedges:
Beginning balance	$	17			$	(4)		$	13		$	(34)		$	9	$	(25)
Unrealized (losses) arising during the period	(100)			25			(75)		(56)		14		(42)
Reclassifications of net 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)
Changes in net defined benefit obligations:
Beginning balance	$	(19)			$	3		$	(16)		$	(20)		$	3	$	(17)
Gains and (losses), net of amortization	—			—			—		1		—		1
Ending balance	$	(19)			$	3		$	(16)		$	(19)		$	3	$	(16)
Accumulated other comprehensive income (loss):
Beginning balance	$	38			$	5		$	43		$	(315)		$	19	$	(296)
Other comprehensive income (loss)	(126)			19			(107)		227		5		232
Ending balance	$	(88)			$	24		$	(64)		$	(88)		$	24	$	(64)

Note 11— Commitments and Contingencies

We are involved in various claims and legal proceedings arising in the ordinary course of business. We accrue a liability when a loss is considered probable and the amount can be reasonably estimated. When a material loss contingency is reasonably possible but not probable, we do not record a liability, but instead disclose the nature and the amount of the claim, and an estimate of the loss or range of loss, if such an estimate can be made. Legal fees are expensed as incurred. While we do not expect that the ultimate resolution of any existing claims and proceedings (other than the specific matters described below, if decided adversely), individually or in the aggregate, will have a material adverse effect on our financial position, an unfavorable outcome in some or all of these proceedings could have a material adverse impact on results of operations or cash flows for a particular period. This assessment is based on our current understanding of relevant facts and circumstances. As such, our view of these matters is subject to inherent uncertainties and may change in the future.

On January 15, 2015, Syntel sued TriZetto and Cognizant in the USDC-SDNY. Syntel’s complaint alleged breach of contract against TriZetto, and tortious interference and misappropriation of trade secrets against Cognizant and TriZetto, stemming from Cognizant’s hiring of certain former Syntel employees. Cognizant and TriZetto countersued on March 23, 2015, for breach of contract, misappropriation of trade secrets and tortious interference, based on Syntel’s misuse of TriZetto confidential information and abandonment of contractual obligations. Cognizant and TriZetto subsequently added federal DTSA and copyright infringement claims for Syntel’s misuse of TriZetto’s proprietary technology. The parties’ claims were narrowed by the court and the case was tried before a jury, which on October 27, 2020 returned a verdict in favor of Cognizant in the amount of $855 million, including $570 million in punitive damages. On April 20, 2021, the USDC-SDNY issued a post-trial order that, among other things, affirmed the jury’s award of $285 million in actual damages, but reduced the award of punitive damages from $570 million to $285 million, thereby reducing the overall damages award from $855 million to $570 million. The USDC-SDNY subsequently issued a final judgment consistent with the April 20th order. On May 26, 2021, Syntel filed a notice of appeal to the Second Circuit, and on June 3, 2021 the USDC-SDNY stayed execution of judgment pending appeal. On May 25, 2023, the Second Circuit issued an opinion affirming in part and vacating in part the judgment of the USDC-SDNY and remanding the case for further proceedings consistent with its opinion. The Second Circuit affirmed the judgment in all respects on liability but vacated the $570 million award that had been based on avoided development costs under the DTSA, and it remanded the case to the USDC-SDNY for further evaluation of damages. On June 23, 2023, the


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Second Circuit issued its mandate returning the case to the USDC-SDNY. On March 13, 2024, the USDC-SDNY issued a ruling that vacated the alternate compensatory damages awards that were within the scope of the Second Circuit’s remand and awarded TriZetto and Cognizant approximately $15 million in attorney’s fees. On October 23, 2024, the USDC-SDNY granted TriZetto and Cognizant’s motion for a new trial on the amount of compensatory damages owed to TriZetto and Cognizant. On June 24, 2025, the parties proceeded to trial, and on June 30, 2025, the jury returned a verdict in favor of TriZetto and Cognizant, awarding $70 million in compensatory damages. On March 27, 2026, the USDC-SDNY issued an order on post-trial motions that brought Cognizant’s award up to approximately $298 million, comprising compensatory damages, punitive damages, pre-judgment interest, and attorney’s fees. The USDC-SDNY also awarded post-judgment interest, which will be added to the total award. On April 29, 2026, the USDC-SDNY entered judgment. On May 19, 2026 Syntel filed a notice of appeal. Thus, we will not record any gain in our financial statements until it becomes realizable.

On February 28, 2019, a ruling of the SCI interpreting the India Defined Contribution Obligation altered historical understandings of the obligation under the Employees’ Provident Fund and Miscellaneous Provision Act, 1952, extending it to cover additional portions of the employee’s income. As a result, the ongoing contributions of our affected employees and the Company were required to be increased. In the first quarter of 2019, we accrued $117 million with respect to prior periods, assuming retroactive application of the SCI’s ruling, in \"Selling, general and administrative expenses\" in our unaudited consolidated statement of operations. As a result of the depreciation on the Indian rupee against the U.S. dollar and other adjustments, the liability as of March 31, 2026 was $101 million and was presented in \"Accrued expenses and other current liabilities\" in our unaudited consolidated statement of financial position.

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 September 30, 2026 was $20 million.

On October 31, 2016, November 15, 2016 and November 18, 2016, three putative shareholder derivative complaints were filed in New Jersey Superior Court, Bergen County, naming us, all of our then current directors and certain of our current and former officers at that time as defendants. These actions were consolidated in an order dated January 24, 2017. The complaints asserted claims for breach of fiduciary duty, corporate waste, unjust enrichment, abuse of control, mismanagement, and/or insider selling by defendants. On April 26, 2017, the New Jersey Superior Court deferred further proceedings by dismissing the consolidated putative shareholder derivative litigation without prejudice but permitting the parties to file a motion to vacate the dismissal in the future.

On February 22, 2017, April 7, 2017, May 10, 2017 and March 11, 2019, four additional putative shareholder derivative complaints were filed in the USDC-NJ, naming us and certain of our current and former directors and officers at that time as defendants. These actions were consolidated in an order dated May 14, 2019. On August 3, 2020, lead plaintiffs filed a consolidated amended complaint. The consolidated amended complaint asserted claims similar to those in the previously-filed putative shareholder derivative actions. On February 14, 2022, we and certain of our current and former directors and officers moved to dismiss the consolidated amended complaint. On September 27, 2022, the USDC-NJ granted those motions and dismissed the consolidated amended complaint in its entirety with prejudice. Plaintiffs filed a notice of appeal on October 27, 2022. On May 3, 2024, the Third Circuit affirmed the dismissal of the consolidated amended complaint.

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 September 15, 2026 the court granted the plaintiff’s motion for final approval of the settlement of the lawsuit. On September 23, 2026, the court dismissed the lawsuit with prejudice. The amount of the settlement is immaterial to the Company’s consolidated financial statements.

See Note 7 for information relating to the ITD Dispute.

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


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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.

On May 13, 2022, plaintiffs filed a motion requesting that the USDC-CDCA certify the case as a class action for two putative classes of plaintiffs consisting of: (1) all individuals who are not of South Asian race or Indian national origin who applied to Cognizant in the U.S. and were not hired since September 2013 (the “hiring class”); and (2) all individuals who are not of South Asian race or Indian national origin who have been terminated in the U.S. since September 2013 (the “terminations class”). Cognizant opposed. On October 27, 2022, the court denied certification for the hiring class and the terminations class. However, the court granted certification for a sub-set of the terminations class limited to approximately 2,300 former employees whose employment had been terminated from the “bench,” a designation for employees who are not allocated to an active project. On November 10, 2022, Cognizant filed a petition with the Ninth Circuit requesting permission to appeal the class certification order as to the bench terminations class. The Ninth Circuit denied the petition on January 26, 2023.

From June 13, 2023 to June 26, 2023, the USDC-CDCA held a class action jury trial on the first phase of plaintiffs’ Section 1981 claim and Title VII disparate treatment claim. The questions presented were whether Cognizant engaged in a pattern or practice of discrimination against non-South Asian and non-Indian employees with respect to bench terminations, and if so, whether punitive damages are available for class members who prevail on their claims. The jury deadlocked, and the court declared a mistrial.

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. Trial has been scheduled for December 8, 2026, for certain non-class claims. Separate from that trial, from a class standpoint the case will proceed to 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.

Many of our engagements involve projects that are critical to the operations of our clients’ business and provide benefits that are difficult to quantify. Any failure in a client’s systems or our failure to meet our contractual obligations to our clients, including any breach involving a client’s confidential information or sensitive data, or our obligations under applicable laws or regulations could result in a claim for substantial damages against us, regardless of our responsibility for such failure. Although we attempt to contractually limit our liability for damages arising from negligent acts, errors, mistakes, or omissions in rendering our services, there can be no assurance that the limitations of liability set forth in our contracts will be enforceable in all instances or will otherwise protect us from liability for damages. Although we have general liability insurance coverage, including coverage for errors or omissions, we retain a significant portion of risk through our insurance deductibles and there can be no assurance that such coverage will cover all types of claims, continue to be available on reasonable terms or will be available in sufficient amounts to cover one or more large claims, or that the insurer will not disclaim coverage as to any future claim. The successful assertion of one or more large claims against us that exceed or are not covered by our insurance coverage or changes in our insurance policies, including premium increases or the imposition of large deductible or co-insurance requirements, could have a material adverse effect on our business, results of operations, financial position and cash flows for a particular period.

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


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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

Our chief executive officer is our chief operating decision maker. Our CODM regularly reviews the performance of our business by four industry-based operating segments, which are our four reportable business segments: Health Sciences, Financial Services, Products and Resources, and Communications, Media and Technology.

We have an industry-led go-to-market strategy, with client partners, account executives and client relationship managers aligned to the specific industries they serve. Our CODM is regularly provided segment revenues and operating profit, including budget‑to‑actual variances in segment revenue, to formulate industry-focused strategic priorities, allocate financial resources, set targets and key performance indicators, and evaluate the results of such strategies.

In the first quarter of 2026, we made certain changes to the internal measurement of segment operating profit for the purpose of evaluating segment performance and resource allocation. The primary reason for the change was to reflect a more complete cost of delivery. Specifically, segment operating profit now includes the allocation of corporate costs, which were previously included in \"unallocated costs\", including amortization expense related to acquired intangible assets. Beginning in 2026, segment operating profits have been reported using the new allocation methodology and we have recast the 2025 results to conform to the new methodology.

Revenue from each client is attributed to the operating segment that is most closely aligned with the client's business we serve. Segment operating profit represents income from operations excluding unusual items, such as Project Leap charges (See Note 4) and the partial reversal of the 2019 India Defined Contribution Obligation liability in the second quarter of 2026 (See Note 11), and the gain on sale of property and equipment in the first quarter of 2025 (See Note 1), which are presented as unallocated benefits/costs. Our CODM is not regularly provided with segment expenses.

We do not disclose assets by segment as a significant portion of the assets is used interchangeably among the segments and our CODM is not provided such information.

Information by reportable segment were as follows:


	Three Months Ended September 30, 2026		Nine Months Ended September 30, 2026
(in millions)	HS		FS		P&R		CMT	Total		HS	FS		P&R		CMT		Total
Revenues	$	1,587			$	1,767		$	1,371		$	939			$	5,664			$	4,738	$	5,144		$	4,014	$	2,662	$	16,558
Less: Other segment items	1,266			1,484			1,184		807		4,741			3,790			4,332			3,484	2,309		13,915
Segment operating profit	$	321			$	283		$	187		$	132			$	923			$	948	$	812		$	530	$	353	$	2,643
Unallocated benefits/(costs)								(51)										(54)
Income from operations								$	872										$	2,589


	Three Months Ended September 30, 2025		Nine Months Ended September 30, 2025
(in millions)	HS		FS		P&R		CMT	Total		HS	FS		P&R		CMT		Total
Revenues	$	1,604			$	1,578		$	1,383		$	850			$	5,415			$	4,726	$	4,587		$	3,967	$	2,495	$	15,775
Less: Other segment items	1,293			1,313			1,205		738		4,549			3,835			3,829			3,443	2,194		13,301
Segment operating profit	$	311			$	265		$	178		$	112			$	866			$	891	$	758		$	524	$	301	$	2,474
Unallocated benefits/(costs)								—										62
Income from operations								$	866										$	2,536

Other segment items for each reportable segment primarily include employee compensation and benefits, subcontractor costs, costs of third-party products and services and travel expenses.


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Geographic Area Information

Long-lived assets by geographic area are as follows:


	As of
(in millions)	September 30, 2026		December 31, 2025
Long-lived Assets: (1)
North America (2)	$	324			$	300
Europe	65			67
Rest of World (3)	591			566
Total	$	980			$	933

(1)Long-lived assets include property and equipment, net of accumulated depreciation and amortization.

(2)Substantially all relates to the United States.

(3)Substantially all relates to India.

Note 13 — Subsequent Events

Debt

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

Dividend

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

Acquisition

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.


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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Executive Summary

Cognizant is one of the world’s leading professional services companies, engineering modern businesses and delivering strategic outcomes for our clients. We help clients modernize technology, reimagine processes and transform experiences so they can stay ahead in today's fast-changing world, where AI is reshaping organizations in every field. As an AI builder, we provide deep expertise at the intersection of industry and technology, combining our perspective with extensive knowledge of our clients' organizations to build industry-specific platforms and incorporate context into systems, AI models and custom solutions. We tailor our services and solutions to specific industries with an integrated global delivery model that employs client service and delivery teams based at client locations and dedicated global and regional delivery centers. Our services include consulting, application development, systems integration, quality engineering and assurance, engineering research and development, application maintenance, infrastructure and security as well as business process services and automation.

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. By fostering a workforce that is properly sized, AI-enabled and possesses the skills required for success as well as optimizing our technology footprint, we aim to streamline operations and enhance productivity through AI-led efficiencies, creating a more agile and cost-effective operating model.

In connection with Project Leap, in the third quarter of 2026 we incurred $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 $180 million to $250 million, with $140 million to $160 million of 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 $150 million to $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 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.


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Q3 2026 Financial Results1


Revenue


Income from Operations


Operating Margin


Diluted EPS


GAAP		Adjusted1


GAAP		Adjusted1


GAAP		Adjusted1

$\"4015\"$

$\"4016\"$

$\"4017\"$

$\"4018\"$

Revenue up $249 million or 4.6% from Q3 2025; an increase of 4.8% in constant currency1

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

Adjusted Income from Operations1 up $57 million or 6.6% from Q3 2025

Operating margin down 60 bps from Q3 2025

Adjusted Operating Margin1 up 30 bps from Q3 2025

Diluted EPS up $0.83 or 148.2% from Q3 2025

Adjusted Diluted EPS1 up $0.10 or 7.2% from Q3 2025

During the quarter ended September 30, 2026, revenues increased by $249 million as compared to the quarter ended September 30, 2025, representing growth of 4.6%, or 4.8% on a constant currency1 basis. Revenue growth was led by banking clients in our Financial Services segment and technology clients in our CMT segment, partially offset by weakness in communications and media clients in our CMT segment, healthcare clients in our Health Sciences segment and 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 (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 declined to 15.4% for the quarter ended September 30, 2026 from 16.0% for the quarter ended September 30, 2025. Our Adjusted Operating Margin1 increased to 16.3% for the quarter ended September 30, 2026 from 16.0% for the quarter ended September 30, 2025. Our operating margins for the quarter ended September 30, 2026, as compared to the quarter ended September 30, 2025, were positively impacted by 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. In addition, our GAAP operating margin for the quarter ended September 30, 2026 was negatively impacted by $51 million in costs related to Project Leap (see Note 4) 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 September 30, 2026 and the trailing twelve months ended September 30, 2025, our Voluntary Attrition - Tech Services was 12.6%. We finished the third quarter of 2026 with approximately 359,900 employees as compared to 349,800 employees at the end of the third quarter of 2025.

1 Adjusted Income from Operations, Adjusted Operating Margin, Adjusted Diluted EPS and constant currency revenue growth are not measures of financial performance prepared in accordance with GAAP. See “Non-GAAP Financial Measures” for more information and reconciliations to the most directly comparable GAAP financial measures, as applicable.


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Business Outlook

We continue to expect our clients' focus to be on their transformation into AI-ready, technology-driven, data-enabled, customer-centric and differentiated businesses. To support this transformation and drive greater business resiliency, clients have demanded and may increasingly demand services and solutions that deliver productivity and cost savings. We believe clients will continue to contend with industry-specific changes driven by evolving digital technologies, uncertainty in the regulatory environment, industry consolidation and convergence as well as international trade policies, including tariffs, and other macroeconomic and geopolitical factors. This includes the uncertainty related to the global economy, which has affected and may continue to affect their demand for our services and discretionary work.

We increasingly use AI-based technologies, including GenAI, in our client offerings and our own internal operations. AI technologies and services are part of a highly competitive and rapidly evolving market. We plan to continue to make significant investments in our AI capabilities to meet the needs of our clients and harness AI's value in a flexible, secure, scalable and responsible way. As AI-based technologies or other forms of automation evolve, demand for some services that we currently perform for our clients may be reduced, and our ability to obtain favorable pricing or other terms for some of our services may be diminished.

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, 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 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.


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Results of Operations

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

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


			% of					% of				Increase / Decrease
(Dollars in millions, except per share data)	2026		Revenues			2025		Revenues				$				%
Revenues	$	5,664			100.0				$	5,415		100.0				$	249				4.6
Operating expenses:
Cost of revenues(a)	3,751			66.2				3,581			66.1			170					4.7
Selling, general and administrative expenses(a)	841			14.8				833			15.4			8					1.0
Restructuring charges	51			0.9				—			—			51					N/A
Depreciation and amortization expense	149			2.6				135			2.5			14					10.4

Income from operations and operating margin	872			15.4				866			16.0			6					0.7
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	1						—						1					N/A
Net income	$	627			11.1				$	274		5.1				$	353				128.8
Diluted EPS	$	1.39						$	0.56					$	0.83					148.2

Other Financial Information2
Adjusted Income from Operations and Adjusted Operating Margin	$	923			16.3				$	866		16.0				$	57				6.6
Adjusted Diluted EPS	$	1.49						$	1.39					$	0.10					7.2

(a)Exclusive of depreciation and amortization expense.2

N/A Not Applicable

2 Adjusted Income from Operations, Adjusted Operating Margin and Adjusted Diluted EPS are not measures of financial performance prepared in accordance with GAAP. See “Non-GAAP Financial Measures” for more information and reconciliations to the most directly comparable GAAP financial measures, as applicable.


Cognizant Technology Solutions	32	September 30, 2026 Form 10-Q

Table of Contents


Revenues - Reportable Business Segments and Geographic Markets

Revenues of $5,664 million across our business segments and geographies were as follows for the three months ended September 30, 2026:

$\"365\"$


Q3 2026 as compared to Q3 2025			Increase/(Decrease)
(Dollars in millions)	$	%		CC %3
Health Sciences			(17)		(1.1)		(0.9)
Financial Services			189		12.0		12.3
Products and Resources			(12)		(0.9)		(0.8)
CMT			89		10.5		10.7
Total revenues			$	249		4.6		4.8

$\"369\"$


Q3 2026 as compared to Q3 2025			Increase/(Decrease)
(Dollars in millions)	$	%		CC %3
North America			$	230		5.7		5.8
United Kingdom			29		5.8		6.2
Continental Europe			(14)		(2.6)		(1.5)
Europe - Total			15		1.4		2.2
Rest of World			4		1.2		1.4
Total revenues			$	249		4.6		4.8

Foreign currency exchange movements impacted revenue across segments and geographies as shown in the tables above. The explanations below describe constant currency changes in revenue.3

Revenue was positively impacted by the ramp up of several recently won large deals and increasing demand for our intuitive operations and automation services as well as our cloud and infrastructure services. Revenue growth was led by banking clients in our Financial Services segment, primarily in North America. Revenue was negatively impacted by weakness in healthcare customers in North America and life sciences customers in Continental Europe, as well as retail, consumer goods, travel and hospitality customers in our Products and Resources segment. Additionally, our CMT segment has seen and may continue to see weakness among communications and media customers in all geographies, while growth in technology customers, primarily in North America, was driven by our largest customer in this segment.

Our recently completed acquisitions contributed approximately 210 basis points to overall revenue growth, primarily in our CMT segment and our North America region, where the contribution was 875 basis points and 250 basis points, respectively. Additionally, the sale of third-party products in connection with our integrated offerings strategy contributed 190 basis points to overall revenue growth. These sales contributed 200 basis points of growth to our North America region and 425 basis points of growth to our United Kingdom region. These sales contributed 600 basis points of growth to our CMT segment and 400 basis points of growth to our Financial Services segment.

3 Constant currency revenue growth is not a measure of financial performance prepared in accordance with GAAP. See “Non-GAAP Financial Measures” for more information and reconciliations to the most directly comparable GAAP financial measures, as applicable.


Cognizant Technology Solutions	33	September 30, 2026 Form 10-Q

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Cost of Revenues (Exclusive of Depreciation and Amortization Expense)

$\"2008\"$

$170M

0.1% as a % of revenues

% of Revenues

Our cost of revenues consists primarily of salaries, incentive-based compensation, stock-based compensation expense, employee benefits, project-related immigration and travel for technical personnel, subcontracting and costs of third-party products and services relating to revenues. The increase, as a percentage of revenues, was primarily driven by the impact of the sale of third-party products in connection with our integrated offerings strategy and increased compensation costs, partially offset by the beneficial impact of foreign currency exchange rate movements.


SG&A Expenses (Exclusive of Depreciation and Amortization Expense)

SG&A expenses consist primarily of salaries, incentive-based compensation, stock-based compensation expense, employee benefits, immigration, travel, marketing, communications, management, finance, administrative and occupancy costs. The decrease, as a percentage of revenues, was primarily driven by Project Leap savings, net of investments in our AI capabilities, partially offset by the dilutive impact of our recently completed acquisitions.

$\"3088\"$

0.6% as a % of revenues

% of Revenues


Restructuring Charges

Restructuring charges consist of costs related to Project Leap. Restructuring charges were $51 million, or 0.9% as a percentage of revenue, for the three months ended September 30, 2026. For further detail on our restructuring charges see Note 4 to our unaudited consolidated financial statements.


Depreciation and Amortization Expense

Depreciation and amortization expense increased by 10.4% during the third quarter of 2026 as compared to the third quarter of 2025. The increase was driven by amortization expense from intangible assets related to our recently completed acquisitions.


Operating Margin and Adjusted Operating Margin4 - Overall

$\"3626\"$ $\"3627\"$

The increase in our Adjusted Operating Margin4 for the quarter ended September 30, 2026, as compared to the quarter ended September 30, 2025, was primarily driven by 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. In addition, our GAAP operating margin for the quarter ended September 30, 2026 was negatively impacted by $51 million in costs related to Project Leap which was excluded from our Adjusted Operating Margin.

A predominant portion of our costs in India are denominated in the Indian rupee, representing approximately 22% of our global operating costs during the three months ended September 30, 2026. These costs are subject to foreign currency exchange rate fluctuations, which have an impact on our results of operations. We enter into foreign exchange derivative contracts to hedge certain Indian rupee denominated payments in India. These hedges are intended to mitigate the volatility of the changes in the exchange rate between the U.S. dollar and the Indian rupee. Net of the impact of the hedges, the depreciation of the Indian rupee positively impacted our operating margin for the three months ended September 30, 2026 by approximately 120 basis points as compared to the three months ended September 30, 2025.

Excluding the impact of applicable designated cash flow hedges, the depreciation of the Indian rupee against the U.S. dollar positively impacted our operating margin by approximately 160 basis points during the three months ended September 30, 2026. Each additional 1.0% change in exchange rate between the Indian rupee and the U.S. dollar will have the

4 Adjusted Income from Operations and Adjusted Operating Margin are not measures of financial performance prepared in accordance with GAAP. See “Non-GAAP Financial Measures” for more information and reconciliations to the most directly comparable GAAP financial measures, as applicable.


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effect of moving our operating margin by 17 basis points (excluding the impact of the hedges). The settlement of our cash flow hedges had a negative impact of approximately 65 basis points on our operating margin during the three months ended September 30, 2026, compared to a negative impact of approximately 20 basis points during the three months ended September 30, 2025.


Segment Operating Profit

Segment operating profit and operating margin percentage were as follows:

$\"6535\"$

$\"6537\"$

$\"6539\"$

$\"6541\"$

Segment operating profit

Segment operating margin

In the third quarter of 2026, segment operating margins across all our segments were positively impacted by 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. Segment operating margin in CMT was positively impacted by increased profitability of several large customers, which was partially offset by the dilutive impact of our recently completed acquisitions. Additionally, on a year-over-year basis, the timing of sales of third-party products negatively impacted segment operating margin in Financial Services.

Total segment operating profit and operating margin were as follows for the three months ended September 30:


(Dollars in millions)	2026		% of Revenues		2025	% of Revenues		Increase/(Decrease)
Total segment operating profit	$	923			16.3		$	866		16.0		$	57
Unallocated (costs)	(51)			(0.9)		—			—		(51)
Income from operations	$	872			15.4		$	866		16.0		$	6

Unallocated costs for the three months ended September 30, 2026 represents Project Leap costs. See Note 4 to our unaudited consolidated financial statements for additional information.


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Other Income (Expense), Net

The following table sets forth total other income (expense), net for the three months ended September 30:


(in millions)	2026		2025		Increase/ Decrease
Foreign currency exchange gains (losses)	$	4			$	(1)		$	5
(Losses) gains on foreign exchange forward contracts not designated as hedging instruments	(2)			5			(7)
Foreign currency exchange gains (losses), net	2			4			(2)
Interest income	16			25			(9)
Interest expense	(19)			(8)			(11)
Other, net	(8)			—			(8)
Total other income (expense), net	$	(9)			$	21		$	(30)

The foreign currency exchange gains were attributed to the remeasurement of net monetary assets and liabilities denominated in currencies other than the functional currencies of our subsidiaries. The gains and losses on foreign exchange forward contracts not designated as hedging instruments related to the realized and unrealized gains and losses on contracts entered into to offset our foreign currency exposures. As of September 30, 2026, the notional value of our undesignated hedges was $653 million. Interest income declined for the three months ended September 30, 2026, driven by the combination of lower invested balances and lower yields as compared to the three months ended September 30, 2025. Higher interest expense during the three months ended September 30, 2026 was driven by the outstanding balance under our revolving credit facility during the period. The increase in expenses in Other, net was related to our India defined benefit plans as a result of the enactment of the Labor Code reforms in 2025.


Provision for Income Taxes

$\"8615\"$

$376M

¡ Effective Income Tax Rate ê 41.6%

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.


Net Income

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.

$\"8854\"$


é	$353M

¡ é 6.0% of Revenues

Non-GAAP Financial Measures

Portions of our disclosure include non-GAAP financial measures. These non-GAAP financial measures are not based on any comprehensive set of accounting rules or principles and should not be considered a substitute for, or superior to, financial measures calculated in accordance with GAAP, and may be different from non-GAAP financial measures used by other companies. In addition, these non-GAAP financial measures should be read in conjunction with our financial statements prepared in accordance with GAAP. The reconciliations of non-GAAP financial measures to the corresponding GAAP measures set forth below should be carefully evaluated.

Our non-GAAP financial measures Adjusted Operating Margin and Adjusted Income from Operations exclude unusual items, such as Project Leap charges and the partial reversal of the India Defined Contribution Obligation liability in the second quarter of 2026 and the gain on sale of property and equipment in the first quarter of 2025. Our non-GAAP financial measure Adjusted Diluted EPS excludes unusual items, such as Project Leap charges, the partial reversal of the India Defined Contribution Obligation liability, the gain on sale of property and equipment and the one-time income tax expense related to the enactment of the OBBBA in the third quarter of 2025, and net non-operating foreign currency exchange gains or losses and the tax impact of all the applicable adjustments. The income tax impact of each item excluded from Adjusted Diluted EPS is calculated by applying the statutory rate and local tax regulations in the jurisdiction in which the item was incurred. Constant currency revenue growth is defined as revenues for a given period restated at the comparative period’s foreign currency exchange rates measured against the comparative period's reported revenues.


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We believe providing investors with an operating view consistent with how we manage the Company provides enhanced transparency into our operating results. For internal management reporting and budgeting purposes, we use various GAAP and non-GAAP financial measures for financial and operational decision-making, to evaluate period-to-period comparisons, to determine portions of the compensation for executive officers and for making comparisons of our operating results to those of our competitors. We believe that the presentation of these non-GAAP financial measures, which exclude certain costs, read in conjunction with our reported GAAP results and reconciliations to the most comparable GAAP measure, as applicable, can provide useful supplemental information to our management and investors regarding financial and business trends relating to our financial condition and results of operations.

A limitation of using non-GAAP financial measures versus financial measures calculated in accordance with GAAP is that non-GAAP financial measures may exclude costs that are recurring such as net non-operating foreign currency exchange gains or losses. In addition, other companies may calculate non-GAAP financial measures differently than us, thereby limiting the usefulness of these non-GAAP financial measures as a comparative tool. We compensate for these limitations by providing specific information regarding the GAAP amounts excluded from non-GAAP financial measures to allow investors to evaluate such non-GAAP financial measures.

The following table presents a reconciliation of each non-GAAP financial measure to the most comparable GAAP measure for the three months ended September 30:


	2026		% of Revenues		2025		% of Revenues
GAAP income from operations and operating margin	$	872			15.4			$	866		16.0
Project Leap(1)	51			0.9			—			—

Adjusted Income from Operations and Adjusted Operating Margin	$	923			16.3			$	866		16.0

GAAP diluted EPS	$	1.39					$	0.56
Effect of above adjustments, pre-tax	0.11					—
Non-operating foreign currency exchange (gains) losses, pre-tax(2)	—					(0.01)
Tax effect of above adjustments(3)	(0.01)					0.04
One-time income tax expense related to the enactment of the OBBBA (4)	—					0.80
Adjusted Diluted EPS	$	1.49					$	1.39

(1)Consists of employee separation, facility exit and other costs incurred in connection with Project Leap. See Note 4 to our unaudited consolidated financial statements for additional information.

(2)Non-operating foreign currency exchange gains and losses, inclusive of gains and losses on related foreign exchange forward contracts not designated as hedging instruments for accounting purposes, are reported in \"Foreign currency exchange gains (losses), net\" in our unaudited consolidated statements of operations.

(3)Presented below are the tax impacts of our non-GAAP adjustments to pre-tax income:


	Three Months Ended September 30,
(in millions)	2026		2025
Non-GAAP income tax benefit (expense) related to:

Project Leap charges	$	14			$	—

Foreign currency exchange gains and losses	(8)			(15)

The effective tax rate related to non-operating foreign currency exchange gains and losses varies depending on the jurisdictions in which such income and expenses are generated and the statutory rates applicable in those jurisdictions. As such, the income tax effect of non-operating foreign currency exchange gains and losses shown in the above table may not appear proportionate to the net pre-tax foreign currency exchange gains and losses reported in our unaudited consolidated statements of operations.

(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.


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Nine Months Ended September 30, 2026 Compared to Nine Months Ended September 30, 2025

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


			% of				% of					Increase / Decrease
(Dollars in millions, except per share data)	2026		Revenues		2025		Revenues					$	%

Revenues	$	16,558			100.0			$	15,775		100.0					$	783		5.0
Cost of revenues(a)	11,041			66.7			10,457			66.3				584			5.6
Selling, general and administrative expenses(a)	2,360			14.3			2,434			15.4				(74)			(3.0)
Restructuring charges	135			0.8			—			—				135			N/A
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)
Income from operations and operating margin	2,589			15.6			2,536			16.1				53			2.1
Other income (expense), net	16					65							(49)		(75.4)
Income before provision for income taxes	2,605			15.7			2,601			16.5				4			0.2
Provision for income taxes	(676)					(1,023)							347		(33.9)
Income (loss) from equity method investments	(4)					4							(8)		(200.0)
Net income	$	1,925			11.6			$	1,582		10.0					$	343		21.7
Diluted EPS	$	4.14					$	3.22						$	0.92			28.6
Other Financial Information5
Adjusted Income From Operations and Adjusted Operating Margin	$	2,643			16.0			$	2,474		15.7					$	169		6.8
Adjusted Diluted EPS	$	4.25					$	3.93						$	0.32			8.1

(a)Exclusive of depreciation and amortization expense.

N/A Not Applicable


Revenues

During the nine months ended September 30, 2026, revenues increased by $783 million as compared to the nine months ended September 30, 2025, representing growth of 5.0%, or 4.3% on a constant currency basis5.

5 Adjusted Income from Operations, Adjusted Operating Margin, Adjusted Diluted EPS and constant currency revenue growth are not measures of financial performance prepared in accordance with GAAP. See “Non-GAAP Financial Measures” for more information and reconciliations to the most directly comparable GAAP financial measures.


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Revenues - Reportable Business Segments and Geographic Markets

Revenues of $16,558 million across our business segments and geographies were as follows for the nine months ended September 30, 2026:

$\"474\"$


YTD 2026 as compared to YTD 2025			Increase/(Decrease)
(Dollars in millions)	$	%		CC %6
Health Sciences			12		0.3		(0.3)
Financial Services			557		12.1		11.4
Products and Resources			47		1.2		0.3
CMT			167		6.7		6.2
Total revenues			$	783		5.0		4.3

$\"478\"$


YTD 2026 as compared to YTD 2025			Increase/(Decrease)
(Dollars in millions)	$	%		CC %6
North America			$	643		5.5		5.4
United Kingdom			91		6.3		4.1
Continental Europe			38		2.4		(1.5)
Europe - Total			129		4.3		1.2
Rest of World			11		1.1		0.4
Total revenues			$	783		5.0		4.3

Foreign currency exchange movements impacted revenue across segments and geographies as shown in the tables above. The explanations below describe constant currency changes in revenue.6

Revenue across all geographies was positively impacted by the ramp up of several recently won large deals and increasing demand for our intuitive operations and automation services. Revenue growth was driven by banking and insurance clients in our Financial Services segment, life sciences customers in our Health Sciences segment as well as growth in technology customers in our CMT segment, which was attributable to our largest customer in this segment. Revenue was negatively impacted by weakness in healthcare customers in our Health Sciences segment and retail, consumer goods, travel and hospitality customers in our Products and Resources segment. Additionally, our CMT segment has seen and may continue to see weakness among communications and media customers.

The sale of third-party products, primarily in North America and Europe, in connection with our integrated offerings strategy, contributed approximately 170 basis points to overall revenue growth. These sales contributed 650 basis points of growth to our CMT segment and 300 basis points growth to our Financial Services segment, while negatively impacting our Health Sciences segment by 100 basis points due to lower sales of third-party products in 2026 as compared to 2025. Our recently completed acquisitions contributed approximately 140 basis points to overall revenue growth, primarily in North America, including 400 basis points to our CMT segment and 125 basis points to our Financial Services segment.

6 Constant currency revenue growth is not a measure of financial performance prepared in accordance with GAAP. See “Non-GAAP Financial Measures” for more information and reconciliations to the most directly comparable GAAP financial measures, as applicable.


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Cost of Revenues (Exclusive of Depreciation and Amortization Expense)

$\"2238\"$

$584M

0.4% as a % of revenues

% of Revenues


SG&A Expenses (Exclusive of Depreciation and Amortization Expense)

SG&A expenses consist primarily of salaries, incentive-based compensation, stock-based compensation expense, employee benefits, immigration, travel, marketing, communications, management, finance, administrative and occupancy costs. The decrease, as a percentage of revenues, was primarily driven by the $81 million partial reversal of the 2019 India Defined Contribution Obligation liability and Project Leap savings, net of investments in our AI capabilities, partially offset by the dilutive impact of our recently completed acquisitions.

$\"3318\"$

$74M

1.1% as a % of revenues

% of Revenues


Restructuring Charges

Restructuring charges consist of costs related to Project Leap. Restructuring charges were $135 million, or 0.8% as a percentage of revenue, for the nine months ended September 30, 2026. For further detail on our restructuring charges see Note 4 to our unaudited consolidated financial statements.


Depreciation and Amortization Expense

Depreciation and amortization expense increased by 5.6% during the nine months ended September 30, 2026 as compared to the 2025 period. The increase was driven by amortization expense from intangible assets related to our recently completed acquisitions.


Gain on Sale of Property and Equipment

During the nine months ended September 30, 2025, we realized a gain of $62 million on the sale of an office complex in India. For further detail see Note 1 to our unaudited consolidated financial statements.


Operating Margin and Adjusted Operating Margin7- Overall

$\"4047\"$ $\"4048\"$

Our 2026 GAAP and Adjusted Operating Margins7 were positively impacted by Project Leap savings, net of investments in our AI capabilities, and foreign currency exchange rate movements, partially offset by increased compensation costs, 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 nine months ended September 30, 2026 was negatively impacted by $135 million in costs related to Project Leap and positively impacted by the $81 million partial reversal of the 2019 India Defined Contribution Obligation liability, both of which were excluded from our Adjusted Operating Margin. Our GAAP operating margin for 2025 was positively impacted by $62 million from the gain on sale of property and equipment, which was excluded from our Adjusted Operating Margin.

7 Adjusted Income from Operations and Adjusted Operating Margin are not measures of financial performance prepared in accordance with GAAP. See “Non-GAAP Financial Measures” for more information and reconciliations to the most directly comparable GAAP financial measures, as applicable.


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Net of the impact of applicable designated cash flow hedges, the depreciation of the Indian rupee positively impacted our operating margin for the nine months ended September 30, 2026 by approximately 90 basis points as compared to the nine months ended September 30, 2025. Excluding the impact of such hedges, the depreciation of the Indian rupee against the U.S. dollar positively impacted our operating margin by approximately 150 basis points for the nine months ended September 30, 2026. The settlement of our cash flow hedges had a negative impact of approximately 70 basis points on our operating margin during the nine months ended September 30, 2026, compared to a negative impact of approximately 10 basis points during the 2025 period.


Segment Operating Profit

Segment operating profit and operating margin percentage were as follows:

$\"6311\"$

$\"6314\"$

$\"6317\"$

$\"6320\"$

Segment operating profit

Segment operating margin

In 2026, segment operating margins across all our segments were positively impacted by Project Leap savings, net of investments in our AI capabilities, and foreign currency exchange rate movements, partially offset by increased compensation costs. Segment operating margin in CMT was positively impacted by increased profitability of several large customers, which was partially offset by the dilutive impact of our recently completed acquisitions. Additionally, on a year-over-year basis, the timing of sales of third-party products positively impacted Health Sciences segment operating margin, while negatively impacting Financial Services segment operating margin.

Total segment operating profit and margin were as follows for the nine months ended September 30:


(Dollars in millions)	2026		% of Revenues		2025	% of Revenues		Increase/(Decrease)
Total segment operating profit	$	2,643			16.0		$	2,474		15.7		$	169
Unallocated (costs)/benefits	(54)			(0.4)		62			0.4		(116)
Income from operations	$	2,589			15.6		$	2,536		16.1		$	53

Unallocated costs for 2026 represents Project Leap costs, partially offset by the partial reversal of the 2019 India Defined Contribution Obligation liability. See Note 4 and Note 11 to our unaudited consolidated financial statements for additional information. Unallocated benefits for 2025 represents the 2025 gain on sale of property and equipment. See Note 1 to our unaudited consolidated financial statements for additional information.


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Other Income (Expense), Net

The following table sets forth total other income (expense), net for the nine months ended September 30:


(in millions)	2026		2025		Increase/ Decrease
Foreign currency exchange gains	$	29			$	16		$	13
(Losses) on foreign exchange forward contracts not designated as hedging instruments	(2)			(3)			1
Foreign currency exchange gains (losses), net	27			13			14
Interest income	56			78			(22)
Interest expense	(39)			(29)			(10)
Other, net	(28)			3			(31)
Total other income (expense), net	$	16			$	65		$	(49)


Provision for Income Taxes

$\"8314\"$

$347M

¡ Effective Income Tax Rate ê 13.3%

The effective income tax rate decrease compared to 2025 was driven by the negative impact of the one-time, non-cash income tax expense of $390 million related to the enactment of the OBBBA during Q3 2025, partially offset by multi-year tax planning strategies.


Net Income

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.

$\"8541\"$


é	$343M

¡ é 1.6% of Revenues


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Non-GAAP Financial Measures

See “Three Months Ended September 30, 2026 Compared to Three Months Ended September 30, 2025 – Non-GAAP Financial Measures” above for additional information about our use of non-GAAP financial measures.

The following table presents a reconciliation of each non-GAAP financial measure to the most comparable GAAP measure for the nine months ended September 30:


(Dollars in millions, except per share amounts)	2026		% of Revenues		2025		% of Revenues
GAAP income from operations and operating margin	$	2,589			15.6			$	2,536		16.1
Project Leap(1)	135			0.8			—			—
India Defined Contribution Obligation(2)	(81)			(0.4)			—			—
(Gain) on sale of property and equipment(3)	—			—			(62)			(0.4)





Adjusted Income from Operations and Adjusted Operating Margin	$	2,643			16.0			$	2,474		15.7

GAAP diluted EPS	$	4.14					$	3.22
Effect of above adjustments, pre-tax	0.12					(0.13)
Non-operating foreign currency exchange (gains) losses, pre-tax (4)	(0.06)					(0.03)
Tax effect of above adjustments (5)	0.05					0.08
One-time income tax expense related to the enactment of the OBBBA (6)	—					0.79
Adjusted Diluted EPS	$	4.25					$	3.93

(1)Consists of employee separation, facility exit and other costs incurred in connection with Project Leap. See Note 4 to our unaudited consolidated financial statements for additional information.

(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.

(3)During the three months ended March 31, 2025, we realized a gain of $62 million on the sale of an office complex in India. See Note 1 to our unaudited consolidated financial statements for additional information.

(4)Non-operating foreign currency exchange gains and losses, inclusive of gains and losses on related foreign exchange forward contracts not designated as hedging instruments for accounting purposes, are reported in \"Foreign currency exchange gains (losses), net\" in our unaudited consolidated statements of operations.

(5)Presented below are the tax impacts of each of our non-GAAP adjustments to pre-tax income:


(in millions)	Nine Months Ended September 30,
	2026		2025
Non-GAAP income tax benefit (expense) related to:

Gain on sale of property and equipment	$	—			$	(9)
Project Leap charges	36			—
India Defined Contribution Obligation	(21)			—
Foreign currency exchange gains and losses	(38)			(25)

(6)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.


Cognizant Technology Solutions	43	September 30, 2026 Form 10-Q

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Liquidity and Capital Resources

Cash generated from operations has historically been the primary source of liquidity to fund operations and investments to grow our business. As of September 30, 2026, we had cash, cash equivalents and short-term investments of $1,552 million. As of September 30, 2026, we had $1,000 million outstanding under the revolving credit facility, bringing the available capacity under our credit facility to $850 million.

The following table provides a summary of cash flows for the nine months ended September 30:


(in millions)	2026		2025		Increase / Decrease
Net cash provided by (used in):
Operating activities	$	1,836			$	2,025		$	(189)
Investing activities	(1,617)			(155)			(1,462)
Financing activities	(1,335)			(1,785)			450

Operating activities

The decrease in cash provided by operating activities for the nine months ended September 30, 2026, as compared to the nine months ended September 30, 2025, was primarily driven by higher incentive based compensation payments in 2026, partially offset by lower cash tax payments in 2026.

We monitor turnover, aging and the collection of accounts receivable by client. Our DSO calculation includes receivables, net of allowance for doubtful accounts, and contract assets, reduced by the uncollected portion of deferred revenue. Our DSO was 89 days as of September 30, 2026, an increase of 8 days from 81 days as of December 31, 2025. Our DSO was 82 days as of September 30, 2025, an increase of 4 days from 78 days as of December 31, 2024.

Investing activities

The increase in cash used in investing activities for the nine months ended September 30, 2026, as compared to the nine months ended September 30, 2025, was driven by the payments for our recently completed acquisitions in 2026 and the gain on sale of property and equipment in 2025.

Financing activities

The decrease in cash used in financing activities for the nine months ended September 30, 2026, as compared to the nine months ended September 30, 2025, was primarily driven by the draw down on our revolving credit facility in 2026 and the repayment of the outstanding balance under the revolving credit facility in 2025, partially offset by increased repurchases of common stock during 2026.

During 2026, we repurchased $1,838 million of our Class A common stock under our stock repurchase program: $1,338 million through open market purchases and $500 million through ASR agreements.

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.

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.


Cognizant Technology Solutions	44	September 30, 2026 Form 10-Q

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Capital Allocation

$\"2832\"$


	Acquisitions

	Share repurchases

	Dividend payments

We review our capital allocation on an ongoing basis, considering our financial performance and liquidity position, investments required to execute our strategic plans and initiatives, acquisition opportunities, the economic outlook, regulatory changes and other relevant factors. As these factors may change over time, the actual amounts expended on stock repurchase activity, dividends, and acquisitions, if any, during any particular period cannot be predicted and may fluctuate from time to time.

Other Liquidity and Capital Resources Information

We seek to ensure that our cash is available to us in the locations in which it is needed. As part of our ongoing liquidity assessments, we regularly monitor the mix of our domestic and international cash flows and cash balances. We evaluate on an ongoing basis what portion of the non-U.S. cash, cash equivalents and short-term investments is needed locally to execute our strategic plans and what amount is available for repatriation back to the United States.

We expect operating cash flows, cash and short-term investment balances, together with the available capacity under our revolving credit facilities, to be sufficient to meet our operating requirements, including purchase commitments, tax payments, payments related to Project Leap and servicing our debt for the next twelve months. The ability to expand and grow our business in accordance with current plans, make acquisitions, meet long-term capital requirements beyond a twelve-month period and execute our capital return plan will depend on many factors, including the rate, if any, at which cash flow increases, our ability and willingness to pay for acquisitions with capital stock and the availability of public and private debt, including the ability to extend the maturity of or refinance our existing debt, and equity financing. We cannot be certain that additional financing, if required, will be available on terms and conditions acceptable to us, if at all.

Commitments and Contingencies

See Note 11 to our unaudited consolidated financial statements.

Critical Accounting Estimates

Management’s discussion and analysis of our financial condition and results of operations is based on our unaudited consolidated financial statements that have been prepared in accordance with GAAP. The preparation of these financial statements requires management to make estimates and assumptions that affect the amounts reported for assets and liabilities, including the recoverability of tangible and intangible assets, disclosure of contingent assets and liabilities as of the date of the financial statements, and the reported amounts of revenues and expenses during the reported period. On an ongoing basis, we evaluate our estimates. The most significant estimates relate to the recognition of revenue, including the application of the cost-to-cost method of measuring progress to completion for certain fixed-price contracts, income taxes, business combinations and valuation of goodwill and other long-lived assets. We base our estimates on historical experience, current trends and various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. The actual amounts may differ from the estimates used in the preparation of the accompanying unaudited consolidated financial statements. For a discussion of our critical accounting estimates, see “Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2025. Our significant accounting policies are described in Note 1 to the audited consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2025.

Recently Adopted and New Accounting Pronouncements

See Note 1 to our unaudited consolidated financial statements.


Cognizant Technology Solutions	45	September 30, 2026 Form 10-Q

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Item 3. Quantitative and Qualitative Disclosures about Market Risk.

During the three months ended June 30, 2026, we borrowed $1,000 million under our revolving credit facility. The borrowing did not have a material impact on our exposure to market risk from changes in interest rates. Aside from the borrowing, there have been no material changes in our quantitative and qualitative disclosures about market risk from those disclosed in \"Part II, Item 7A, Quantitative and Qualitative Disclosures about Market Risk\" in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


Item 4. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

Our management, under the supervision and with the participation of our chief executive officer and our chief financial officer, evaluated the design and operating effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of September 30, 2026. Based on this evaluation, our chief executive officer and our chief financial officer concluded that, as of September 30, 2026, our disclosure controls and procedures were effective.

Changes in Internal Control over Financial Reporting

No changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) occurred during the fiscal quarter ended September 30, 2026 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.


Cognizant Technology Solutions	46	September 30, 2026 Form 10-Q

Table of Contents

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

See Note 11 to our unaudited consolidated financial statements.

Item 1A. Risk Factors

There have been no material changes in our risk factors from those disclosed in \"Part I, Item 1A, Risk Factors\" in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, except as follows:

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.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Our stock repurchase program was initially adopted in 2017 and has been amended from time to time, including most recently in May 2026, to authorize the repurchase of up to $15.5 billion, excluding fees and expenses, of our Class A common stock through open market purchases, including under 10b5-1 Plans, and through ASR agreements entered into with financial institutions, in accordance with applicable federal securities laws. The repurchase program does not have an expiration date and had a remaining balance of $2,080 million as of September 30, 2026. The timing of repurchases and the exact number of shares to be purchased are determined by management, in its discretion, or pursuant to a 10b5-1 Plan, and depend upon market conditions and other factors.

During the three months ended September 30, 2026, we repurchased $258 million of our Class A common stock under our stock repurchase program as follows:


Month	Total Number of Shares Purchased	Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Approximate Dollar Value of Shares that May Yet Be Purchased under the Plans or Programs (in millions)

July 1, 2026 - July 31, 2026	2,251,201		45.32		2,251,201		2,236
August 1, 2026 - August 31, 2026	1,321,410		59.40		1,321,410		2,158
September 1, 2026 - September 30, 2026	1,291,061		60.37		1,291,061		2,080
Total	4,863,672		$	53.14		4,863,672

The aggregate purchase price and weighted average price per share do not include the excise tax on net stock repurchases. The excise tax was immaterial for the three months ended September 30, 2026.

During the three months ended September 30, 2026, we also purchased shares in connection with our stock-based compensation plans, whereby shares of our Class A common stock were tendered by employees for payment of applicable statutory tax withholdings. For the three months ended September 30, 2026, such repurchases totaled 0.2 million shares at an aggregate cost of $11 million.


Cognizant Technology Solutions	47	September 30, 2026 Form 10-Q

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Item 5. Other Information

No director or Section 16 officer adopted or terminated any Rule 10b5-1 trading arrangements or non-Rule 10b5-1 trading arrangements (in each case, as defined in Item 408(a) of Regulation S-K) during the three months ended September 30, 2026, except as follows:

Name

Title

Action

Date of adoption/termination

Scheduled expiration date1

Aggregate number of securities to be purchased/sold

Ravi Kumar

Chief Executive Officer

Adoption

August 24, 2026

November 23, 2027

Sale of up to 16,025 shares of common stock

Jatin Dalal

Chief Financial Officer

Adoption

September 14, 2026

June 30, 2027

Sale of up to 40,000 shares of common stock

Surya Gummadi

President - Americas

Adoption

September 14, 2026

March 31, 2027

Sale of up to 15,385 shares of common stock

John Kim

Chief Legal Officer, Chief Administrative Officer and Corporate Secretary

Adoption

September 14, 2026

November 18, 2027

Sale of up to 10,000 shares of common stock

(1) The trading plan may also expire on such earlier date as all transactions under the trading plan are completed.

Each of the trading arrangements listed in the above table is intended to satisfy the affirmative defense conditions of Rule 10b5-1.


Cognizant Technology Solutions	48	September 30, 2026 Form 10-Q

Table of Contents

Item 6. Exhibits

EXHIBIT INDEX

Incorporated by Reference

Number

Exhibit Description

Form

File No.

Exhibit

Date

Filed or Furnished Herewith

3.1

Amended and Restated Certificate of Incorporation, dated June 4, 2024

8-K

000-24429

3.1

6/7/2024

3.2

Amended and Restated Bylaws, as adopted on September 14, 2018

8-K

000-24429

3.1

9/20/2018

31.1

Certification of principal executive officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Filed

31.2

Certification of principal financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Filed

32.1

Certification of principal executive officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. 1350

Furnished

32.2

Certification of principal financial officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. 1350

Furnished

101.INS

Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

Filed

101.SCH

Inline XBRL Taxonomy Extension Schema Document

Filed

101.CAL

Inline XBRL Taxonomy Extension Calculation Linkbase Document

Filed

101.DEF

Inline XBRL Taxonomy Extension Definition Linkbase Document

Filed

101.LAB

Inline XBRL Taxonomy Extension Label Linkbase Document

Filed

101.PRE

Inline XBRL Taxonomy Extension Presentation Linkbase Document

Filed

104

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

Filed


Cognizant Technology Solutions	49	September 30, 2026 Form 10-Q

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SIGNATURES

Pursuant 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 thereunto duly authorized.

Cognizant Technology Solutions Corporation

Date:

October 29, 2026

By:

/s/ RAVI KUMAR S

Ravi Kumar S,

Chief Executive Officer

(Principal Executive Officer)

Date:

October 29, 2026

By:

/s/ JATIN DALAL

Jatin Dalal,

Chief Financial Officer

(Principal Financial Officer)


Cognizant Technology Solutions	50	September 30, 2026 Form 10-Q

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