CTSH 10-K Annual Report Dec. 31, 2017 | Alphaminr
COGNIZANT TECHNOLOGY SOLUTIONS CORP

CTSH 10-K Fiscal year ended Dec. 31, 2017

COGNIZANT TECHNOLOGY SOLUTIONS CORP
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. Selected Financial DataItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accountant Fees and ServicesPart IVItem 15. Exhibits, Financial Statement SchedulesItem 16. Form 10-k SummaryNote 1 Business Description and Summary Of Significant Accounting PoliciesNote 2 Internal Investigation and Related MattersNote 3 Business CombinationsNote 4 Realignment ChargesNote 5 InvestmentsNote 6 Property and Equipment, NetNote 7 Goodwill and Intangible Assets, NetNote 8 Accrued Expenses and Other Current LiabilitiesNote 9 DebtNote 10 Income TaxesNote 11 Derivative Financial InstrumentsNote 12 Fair Value MeasurementsNote 13 Stockholders' EquityNote 14 Commitments and ContingenciesNote 15 Employee BenefitsNote 16 Stock-based Compensation PlansNote 17 Related Party TransactionsNote 18 Segment InformationNote 19 Quarterly Financial Data (unaudited)

Exhibits

2.1 Stock Purchase Agreement, by and among TZ Holdings, L.P., TZ US Parent, Inc. and Cognizant Domestic Holdings Corporation, dates as of September 14, 2014 8-K 000-24429 2.1 9/15/2014 3.1 Restated Certificate of Incorporation 8-K 000-24429 3.2 9/17/2013 3.2 Amended and Restated Bylaws, as adopted on March 27, 2017 8-K 000-24429 3.1 3/31/2017 4.1 Specimen Certificate for shares of Class A common stock S-4/A 333-101216 4.2 1/30/2003 10.1 Form of Indemnification Agreement for Directors and Officers 10-Q 000-24429 10.1 8/7/2013 10.2 Indemnification Agreement, dated as of December 1, 2016, between Cognizant Technology Solutions Corporation and Brackett B. Denniston, III 10-K 000-24429 10.2 3/1/2017 10.3 Form of Amended and Restated Executive Employment and Non-Disclosure, Non-Competition, and Invention Assignment Agreement, between the Company and each of the following Executive Officers: Francisco D'Souza, Rajeev Mehta, Karen McLoughlin, Ramakrishna Prasad Chintamaneni and Matthew Friedrich Filed 10.4 Form of Amended and Restated Executive Employment and Non-Disclosure, Non-Competition, and Invention Assignment Agreement, between the Company and each of the following Executive Officers: Ramakrishnan Chandrasekaran, Debashis Chatterjee, Malcolm Frank, Sumithra Gomatam, Gajakarnan Vibushanan Kandiah, James Lennox, Sean Middleton, Dharmendra Kumar Sinha, Robert Telesmanic, Santosh Thomas and Srinivasan Veeraraghavachary 10-K 000-24429 10.4 2/26/2013 10.5 Amended and Restated 1999 Incentive Compensation Plans (as Amended and Restated Through April 26, 2007) 8-K 000-24429 10.1 6/8/2007 10.6 2004 Employee Stock Purchase Plan (as amended and restated effective as of April 1, 2013) 8-K 000-24429 10.1 6/5/2013 10.7 Form of Stock Option Certificate 10-Q 000-24429 10.1 11/8/2004 10.8 Cognizant Technology Solutions Corporation Amended and Restated 2009 Incentive Compensation Plan, effective March 9, 2015 10-Q 000-24429 10.1 5/4/2015 10.9 Form of Cognizant Technology Solutions Corporation Stock Option Agreement 8-K 000-24429 10.1 7/6/2009 10.10 Form of Cognizant Technology Solutions Corporation Notice of Grant of Stock Option 8-K 000-24429 10.2 7/6/2009 10.11 Form of Cognizant Technology Solutions Corporation Restricted Stock Unit Award Agreement Time-Based Vesting 8-K 000-24429 10.3 7/6/2009 10.12 Form of Cognizant Technology Solutions Corporation Notice of Award of Restricted Stock Units Time-Based Vesting 8-K 000-24429 10.4 7/6/2009 10.13 Form of Cognizant Technology Solutions Corporation Restricted Stock Unit Award Agreement Performance-Based Vesting 8-K 000-24429 10.5 7/6/2009 10.14 Form of Cognizant Technology Solutions Corporation Notice of Award of Restricted Stock Units Performance-Based Vesting 8-K 000-24429 10.6 7/6/2009 10.15 Form of Restricted Stock Unit Award Agreement Non-Employee Director Deferred Issuance 8-K 000-24429 10.7 7/6/2009 10.16 Form of Cognizant Technology Solutions Corporation Notice of Award of Restricted Stock Units Non-Employee Director Deferred Issuance 8-K 000-24429 10.8 7/6/2009 10.17 Cognizant Technology Solutions Corporation 2017 Incentive Award Plan 8-K 000-24429 10.1 6/7/2017 10.18 Form of Restricted Stock Unit Award Grant Notice 10-Q 000-24429 10.2 8/3/2017 10.19 Form of Performance-Based Restricted Stock Unit Award Grant Notice 10-Q 000-24429 10.3 8/3/2017 10.20 Form of Restricted Stock Unit Award Grant Notice 10-Q 000-24429 10.4 8/3/2017 10.21 Form of Stock Option Grant Notice and Stock Option Agreement 10-Q 000-24429 10.5 8/3/2017 10.22 Credit Agreement, dated as of November 20, 2014 among Cognizant Technology Solutions Corporation, the lenders party thereto and JPMorgan Chase Bank, N.A. as administrative agent for the Lenders 8-K 000-24429 10.1 11/20/2014 10.23 Amendment No. 1 and Limited Waiver No. 1 to the Credit Agreement, dated as of November 5, 2016 among Cognizant Technology Solutions Corporation, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent for the lenders 10-Q 000-24429 10.1 11/7/2016 10.24 Agreement, dated February 8, 2017, among Cognizant Technology Solutions Corporation, Elliott Associates, L.P., ElliottInternational, L.P. and Elliott International Capital Advisors Inc 8-K 000-24429 10.1 2/8/2017 10.25 Amendment to Agreement, dated February 8, 2017, among Cognizant Technology Solutions Corporation, Elliott Associates, L.P., Elliott International, L.P. and Elliott International Capital Advisors Inc 10-Q 000-24429 10.2 5/5/2017 10.26 Form of Accelerated Stock Repurchase Agreement 8-K 000-24429 10.1 3/14/2017 21.1 List of subsidiaries of the Company Filed 23.1 Consent of PricewaterhouseCoopers LLP Filed 31.1 Certification Pursuant to Rule13a-14(a) and 15d-14(a) of the Exchange Act, as Adopted Pursuant to Section302 of the Sarbanes-Oxley Act of 2002 (Chief Executive Officer) Filed 31.2 Certification Pursuant to Rule13a-14(a) and 15d-14(a) of the Exchange Act, as Adopted Pursuant to Section302 of the Sarbanes-Oxley Act of 2002 (Chief Financial Officer) Filed 32.1 Certification Pursuant to 18 U.S.C. Section1350 (Chief Executive Officer) Furnished 32.2 Certification Pursuant to 18 U.S.C. Section1350 (Chief Financial Officer) Furnished