0001058290False00010582902023-01-272023-01-27

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): January 27, 2023
ctsh-20230127_g1.jpg
Cognizant Technology Solutions Corporation
(Exact Name of Registrant as Specified in Charter)
Delaware0-2442913-3728359
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
300 Frank W. Burr Blvd.
Teaneck, New Jersey 07666
(Address of Principal Executive Offices including Zip Code)
(201) 801-0233
(Registrant’s telephone number, including area code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425).
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12).
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)).
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)).
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Class A Common Stock,
$0.01 par value per share
CTSHThe Nasdaq Stock Market LLC
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).                                        
Emerging growth company
    
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.



Item 2.02.     Results of Operations and Financial Condition.
On February 2, 2023, Cognizant Technology Solutions Corporation (the “Company”), issued a press release to report the Company’s financial results for the quarter ended December 31, 2022. The full text of the press release and the infographic embedded in and part of such press release are attached to this current report on Form 8-K as Exhibits 99.1 and 99.2, respectively.*
Item 5.02.     Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Appointment of New Director
On January 27, 2023, the Board of Directors (the “Board”) of the Company increased the size of the Board from eleven to twelve members, effective February 21, 2023 and appointed Eric Branderiz to the Board, effective February 21, 2023. Mr. Branderiz will stand for re-election at the 2023 annual meeting of shareholders. The Board determined that Mr. Branderiz qualifies as an “independent director” under the rules of The Nasdaq Stock Market, LLC. Mr. Branderiz was selected to serve on the Board because he brings experience in the technology sector combined with his extensive experience in finance, accounting and financial reporting, mergers & acquisitions, risk management, ESG and corporate governance,” as summarized below.
Mr. Branderiz, 57, served as the Executive Vice President and Chief Financial Officer of Enphase Energy, Inc., a renewal energy technology company, from June 2018 to February 2022 and continued serving as an advisor until June 2022. Prior to joining Enphase, Mr. Branderiz served as the Chief Accounting Officer and Corporate Controller of Tesla, Inc., an automotive and renewal energy company from October 2016 to March 2018, and in various senior roles, including as the Senior Vice President, Corporate Controller and Chief Accounting Officer, at SunPower Corporation, a solar energy system design and manufacturing company, from 2010 to 2016. Prior to joining SunPower Corporation, Mr. Branderiz served in various senior roles with Knowledge Learning Corporation, Spansion, Inc., and Advanced Micro Devices, Inc. Mr. Branderiz also serves on the Board of Directors of Fortive Corporation, a provider of essential technologies for connected workflow solutions across a range of attractive end-markets. He is a Certified Public Accountant in California and received his bachelor’s degree in Business Commerce with an emphasis on Accounting from University of Alberta, Canada.
In connection with his appointment, Mr. Branderiz will receive compensation for serving on the Board as follows:
A cash retainer of $29,315 (the pro-rated portion of the $100,000 annual cash retainer amount paid to all directors for service between the 2022 and 2023 annual meetings of shareholders of the Company); and
The grant of a number of restricted stock units equal in value to $61,562 as measured by the closing price of the Company’s Class A Common Stock, par value $0.01 per share on February 21, 2023 (rounded down to the nearest whole share), with such stock grant to vest on February 21, 2024 (such grant being the pro-rated portion of the $210,000 in restricted stock units, based on fair market value on date of grant, granted to all directors for service between the 2022 and 2023 annual meetings of shareholders of the Company).
Mr. Branderiz will enter into the Company’s standard form of indemnification agreement for directors and officers with the Company.
Notification from Maureen Breakiron-Evans regarding Decision Not to Stand for Re-Election
In connection with Mr. Branderiz’s appointment on January 27, 2023, Maureen Breakiron-Evans, who has been a member of the Board since 2009, informed the Company’s Board that she will not stand for re-election at the Company’s 2023 annual meeting of shareholders.
Item 7.01.    Regulation FD Disclosure.
The Company’s investor presentation containing additional financial information for the quarter ended December 31, 2022 is attached to this current report on Form 8-K as Exhibit 99.3.*



Item 9.01.    Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No.
Description
99.1
99.2
99.3
104Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document).
*The information in Item 2.02, Item 7.01, Exhibit 99.1, Exhibit 99.2 and Exhibit 99.3 of this current report on Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.




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 hereunto duly authorized.
COGNIZANT TECHNOLOGY SOLUTIONS CORPORATION
By:
/s/ Jan Siegmund
Name:
Jan Siegmund
Title:
Chief Financial Officer
 
Date: February 2, 2023




Exhibit 99.1
cognizant.jpg
COGNIZANT REPORTS FOURTH QUARTER AND FULL-YEAR 2022 RESULTS

Q4 revenue of $4.8 billion grew 1.3% year-over-year, or 4.1% in constant currency1
Full-year revenue of $19.4 billion grew 5.0% year-over-year, or 7.5% in constant currency
Full-year operating cash flow of $2.6 billion and free cash flow1 of $2.2 billion
$2.0 billion returned to shareholders through share repurchases and dividends in 2022
Q1 2023 revenue guidance of (1.5%) to (2.5%), or (1.0%) to flat in constant currency
Cash dividend increased 7% to $0.29 per share for Q1 2023

TEANECK, N.J., February 2, 2023 - Cognizant (Nasdaq: CTSH), one of the world’s leading professional services companies, today announced its fourth quarter and full-year 2022 financial results.

"The trust and longevity that define Cognizant’s strategic partnerships with global clients provide exciting opportunities to further strengthen and grow these relationships as we expand our portfolio of digital services,” said Ravi Kumar S, Chief Executive Officer. “As I continue to listen and learn, I have been deeply impressed with the knowledge, skills, and motivation of our associates. They are dedicated to helping our clients succeed and determined to compete and win to expand our global leadership in technology services. My immediate focus is on creating the conditions for our associates to excel and ensuring that all 355,000 of us operate with a growth mindset.”
Q4 2022Q4 2021FY 2022FY 2021
Revenue (in billions)$4.8   $4.8   $19.4 $18.5 
Y/Y Growth1.3%14.2%5.0 %11.1%
Y/Y Growth CC1
4.1 14.5 7.5 %10.0 
GAAP Operating Margin14.2 %15.3 %15.3 %15.3 %
Adjusted Operating Margin1
14.2 %15.3 %15.3 %15.4 %
GAAP Diluted EPS$1.02 $1.10 $4.41$4.05
Adjusted Diluted EPS1
$1.01 $1.10 $4.40$4.12
During the fourth quarter, the Company recorded a $59 million impairment of capitalized costs related to a large volume-based contract with a Health Sciences customer. The impairment is principally driven by the Company's expectation of lower volumes. This charge negatively impacted each of Q4 2022 GAAP and Adjusted Operating Margin by 120 basis points and each of full-year 2022 GAAP and Adjusted Operating Margin by 30 basis points. Q4 2022 and full-year 2022 GAAP and Adjusted Earnings per share were each negatively impacted by $0.08.



1 Constant currency ("CC") revenue growth, Adjusted Operating Margin, Adjusted Diluted Earnings Per Share ("Adjusted Diluted EPS") and free cash flow are not measures of financial performance prepared in accordance with GAAP. See “About Non-GAAP Financial Measures and Performance Metrics” for more information and, where applicable, reconciliations to the most directly comparable GAAP financial measures.




Fourth Quarter 2022 Performance by Business Segment
Financial Services revenue declined 4.3% year-over-year, or 1.4% in constant currency, and included a 180 basis point negative impact related to the previously disclosed sale of the Samlink subsidiary (completed February 1, 2022). This was partially offset by growth among public sector clients in the United Kingdom and insurance clients.
Health Sciences revenue grew 4.1% year-over-year, or 5.4% in constant currency. Growth was driven by digital services among pharmaceutical and healthcare payer clients.
Products and Resources revenue grew 2.9% year-over-year, or 6.8% in constant currency, driven by digital services among logistics, automotive, utilities, consumer goods and travel and hospitality clients.
Communications, Media and Technology revenue grew 5.4% year-over-year, or 9.3% in constant currency, driven by strength among digital native companies.
Bookings
Bookings in the fourth quarter grew 12% year-over-year. For the full-year, bookings grew 4% to $24.1 billion, which represented a book-to-bill of approximately 1.2x. Bookings for the fourth quarter and full-year include a 10-year, $1 billion services agreement with CoreLogic signed in December 2022 that extends and expands a partnership established in 2011.
Employee Metrics
Total headcount at the end of the fourth quarter was 355,300, an increase of 5,900 from Q3 2022 and an increase of 24,700 from Q4 2021. Voluntary attrition, on a quarterly annualized basis, declined to 19% from 29% in Q3 2022 and 31% in Q4 2021. Voluntary attrition, on a trailing-twelve-month basis, declined to 26% from 28% in Q4 2021.

Return of Capital to Shareholders

The Company repurchased 5.2 million shares for $300 million during the fourth quarter and 19.0 million shares for $1.3 billion for the full-year under its share repurchase program. As of December 31, 2022, there was $2.8 billion remaining under the share repurchase authorization. In February 2023, the Company declared a quarterly cash dividend of $0.29 per share, a 7% increase year-over-year, for shareholders of record on February 17, 2023. This dividend will be payable on February 28, 2023.

“We exited the year with a meaningful improvement in voluntary attrition, which will help us put greater focus on improving our commercial momentum," said Jan Siegmund, Chief Financial Officer. "We also continued to execute our balanced capital allocation framework, returning nearly $2 billion to shareholders through dividends and share repurchases in 2022, and announcing four acquisitions in the last three months alone.”

First Quarter 2023 Revenue Guidance

First quarter revenue is expected to be $4.71-$4.76 billion, a decline of 1.5% to 2.5%, or a decline of 1.0% to flat in constant currency.
The Company is not providing full-year guidance at this time and intends to provide an update in its next earnings release in early May.




Board of Directors Update

In a concurrent release issued today, February 2, 2023, Cognizant announced the appointment of Eric Branderiz to its Board of Directors as an independent director, effective February 21, 2023. In addition, Maureen Breakiron-Evans, who joined the Board in 2009, has informed the Board that she will not stand for re-election at Cognizant’s 2023 Annual Meeting of Shareholders.

The Board continues to strive towards optimizing its balance of director skills and tenures as part of its ongoing refreshment program. With the addition of Branderiz, the Board has appointed five new independent directors in the last four years.

Conference Call

Cognizant will host a conference call on February 2, 2023, at 5:00 p.m. (Eastern) to discuss the Company’s fourth quarter 2022 results. To listen to the conference call, please dial (877) 810-9510 (domestic) or +1 (201) 493-6778 (international) and provide the following conference passcode: “Cognizant Call.”
The conference call will also be available live on the Investor Relations section of the Cognizant website at http://investors.cognizant.com. An earnings supplement will also be available on the Cognizant website at the time of the conference call.
For those who cannot access the live broadcast, a replay will be available. To listen to the replay, please dial (877) 660-6853 (domestically) or +1 (201) 612-7415 (internationally) and enter 13735053 beginning two hours after the end of the call until 11:59 p.m. (Eastern) on Thursday, February 16, 2023. The replay will also be available at Cognizant’s website www.cognizant.com for 60 days following the call.
About Cognizant
Cognizant (Nasdaq: CTSH) engineers modern businesses. We help our clients modernize technology, reimagine processes and transform experiences so they can stay ahead in our fast-changing world. Together, we’re improving everyday life. See how at www.cognizant.com or @cognizant.
Forward-Looking Statements
This press release includes statements that may constitute forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, the accuracy of which are necessarily subject to risks, uncertainties, and assumptions as to future events that may not prove to be accurate. These statements include, but are not limited to, express or implied forward-looking statements relating to our strategy, competitive position and opportunities in the marketplace, investment in and growth of our business, the effectiveness of our recruiting and talent efforts and related costs, trends in demand for digital solutions and services, labor market trends, the anticipated amount of capital to be returned to shareholders and our anticipated financial performance. These statements are neither promises nor guarantees, but are subject to a variety of risks and uncertainties, many of which are beyond our control, which could cause actual results to differ materially from those contemplated in these forward-looking statements. Existing and prospective investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. Factors that could cause actual results to differ materially from those expressed or implied include general economic conditions, the competitive and rapidly changing nature of the markets we compete in, the competitive marketplace for talent and its impact on employee recruitment and retention, legal, reputational and financial risks resulting from cyberattacks, risks related to the invasion of Ukraine by Russia, changes in the regulatory environment, including with respect to immigration and taxes, and the other factors discussed in our most



recent Annual Report on Form 10-K and other filings with the Securities and Exchange Commission. Cognizant undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as may be required under applicable securities law.
About Non-GAAP Financial Measures and Performance Metrics

Non-GAAP Financial Measures
To supplement our financial results presented in accordance with GAAP, this press release includes references to the following measures defined by the Securities and Exchange Commission as non-GAAP financial measures: Adjusted Income From Operations, Adjusted Operating Margin, Adjusted Diluted EPS, free cash flow, net cash and constant currency revenue growth. 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 our non-GAAP financial measures to the corresponding GAAP measures should be carefully evaluated.
Our non-GAAP financial measures Adjusted Operating Margin and Adjusted Income From Operations exclude unusual items, such as the Class Action Litigation Settlement in the third quarter of 2021. Our non-GAAP financial measure Adjusted Diluted EPS excludes unusual items, such as the Class Action Litigation Settlement in the third quarter of 2021 and the effect of recognition in the third quarter of 2022 of an income tax benefit related to a specific uncertain tax position that was previously unrecognized in our prior year consolidated financial statements, 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. Free cash flow is defined as cash flows from operating activities net of purchases of property and equipment. Net cash is defined as cash and cash equivalents and short-term investments less short-term and long-term debt. 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.
Management believes providing investors with an operating view consistent with how we manage the Company provides enhanced transparency into our operating results. For our 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 our executive officers and for making comparisons of our operating results to those of our competitors. Accordingly, we believe that the presentation of our non-GAAP measures, which exclude certain costs, when read in conjunction with our reported GAAP results, 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 do not reflect all of the amounts associated with our operating results as determined in accordance with GAAP and may exclude costs that are recurring such as our 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 our non-GAAP financial measures to allow investors to evaluate such non-GAAP financial measures.



Performance Metrics
Bookings are defined as total contract value (or TCV) of new contracts, including new contract sales as well as renewals and expansions of existing contracts. Bookings can vary significantly quarter to quarter depending in part on the timing of the signing of a small number of large contracts. Our book-to-bill ratio is defined as bookings for the trailing twelve months divided by revenue for the same period. Measuring bookings involves the use of estimates and judgments and there are no independent standards or requirements governing the calculation of bookings. The extent and timing of conversion of bookings to revenues may be impacted by, among other factors, the types of services and solutions sold, contract duration, the pace of client spending, actual volumes of services delivered as compared to the volumes anticipated at the time of sale, and contract modifications, including terminations, over the lifetime of a contract. The majority of our contracts are terminable by the client on short notice often without penalty, and some without notice. We do not update our bookings for subsequent terminations, reductions or foreign currency exchange rate fluctuations. Information regarding our bookings is not comparable to, nor should it be substituted for, an analysis of our reported revenues. However, management believes that it is a key indicator of potential future revenues and provides a useful indicator of the volume of our business over time.
We disclose digital revenue as management believes it provides additional insights into the Company’s business. Measuring digital revenue requires the use of estimates and judgement, there are no independent standards or requirements governing the calculation and our calculation may differ from the calculations underlying similar such metrics disclosed by other companies. In the first quarter of 2022, we modified our definition of digital revenue to reflect our latest assessment of digital skills, growth priorities and pricing initiatives. Under the updated definition, digital revenue as a percentage of total revenue was 46%, 47%, 49% and 49% for the first, second, third and fourth quarter of 2021, respectively, and 48% for full-year 2021.

Investor Relations Contact:Media Contact:
Tyler ScottJeff DeMarrais
VP, Investor RelationsVP, Corporate Communications
 +1 551-220-8246 +1 475-223-2298
Tyler.Scott@cognizant.comJeff.DeMarrais@cognizant.com
- tables to follow -




COGNIZANT TECHNOLOGY SOLUTIONS CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)

 (in millions, except per share data)Three Months Ended
December 31,
Twelve Months Ended
December 31,
 2022202120222021
Revenues$4,839 $4,777 $19,428 $18,507 
Operating expenses:
Cost of revenues (exclusive of depreciation and amortization expense shown separately below)3,152 3,030 12,448 11,604 
Selling, general and administrative expenses860 871 3,443 3,503 
Depreciation and amortization expense141 144 569 574 
Income from operations686 732 2,968 2,826 
Other income (expense), net:
Interest income27 59 30 
Interest expense(8)(2)(19)(9)
Foreign currency exchange gains (losses), net(1)(20)
Other, net— 
Total other income (expense), net28 48 
Income before provision for income taxes714 737 3,016 2,827 
Provision for income taxes(193)(162)(730)(693)
Income (loss) from equity method investment— 
Net income$521 $576 $2,290 $2,137 
Basic earnings per share$1.02 $1.10 $4.42 $4.06 
Diluted earnings per share$1.02 $1.10 $4.41 $4.05 
Weighted average number of common shares outstanding - Basic512 525 518 527 
Dilutive effect of shares issuable under stock-based compensation plans
Weighted average number of common shares outstanding - Diluted513 526 519 528 




COGNIZANT TECHNOLOGY SOLUTIONS CORPORATION
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
(Unaudited)
(in millions, except par values)
December 31,
2022
December 31, 2021
Assets
Current assets:
Cash and cash equivalents$2,191 $1,792 
Short-term investments310 927 
Trade accounts receivable, net3,796 3,557 
Other current assets969 1,066 
Total current assets7,266 7,342 
Property and equipment, net1,101 1,171 
Operating lease assets, net876 933 
Goodwill5,710 5,620 
Intangible assets, net1,168 1,218 
Deferred income tax assets, net642 404 
Long-term investments427 463 
Other noncurrent assets662 701 
Total assets$17,852 $17,852 
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable$360 $361 
Deferred revenue398 403 
Short-term debt38 
Operating lease liabilities174 195 
Accrued expenses and other current liabilities2,407 2,532 
Total current liabilities3,347 3,529 
Deferred revenue, noncurrent19 40 
Operating lease liabilities, noncurrent714 783 
Deferred income tax liabilities, net180 218 
Long-term debt638 626 
Long-term income taxes payable283 378 
Other noncurrent liabilities362 287 
Total liabilities5,543 5,861 
Stockholders’ equity:
Preferred stock, $0.10 par value, 15 shares authorized, none issued— — 
Class A common stock, $0.01 par value, 1,000 shares authorized, 509 and 525 shares issued and outstanding as of December 31, 2022 and December 31, 2021, respectively
Additional paid-in capital15 27 
Retained earnings12,588 11,922 
Accumulated other comprehensive income (loss)(299)37 
Total stockholders’ equity12,309 11,991 
Total liabilities and stockholders’ equity$17,852 $17,852 





COGNIZANT TECHNOLOGY SOLUTIONS CORPORATION
Reconciliations of Non-GAAP Financial Measures
(Unaudited)
 (dollars in millions, except per share amounts)Three Months Ended
December 31,
Twelve Months Ended
December 31,
 2022202120222021
GAAP income from operations$686 $732 $2,968 $2,826 
Class Action Settlement Loss(a)
— — — 20 
Adjusted Income From Operations$686 $732 $2,968 $2,846 
GAAP operating margin14.2 %15.3 %15.3 %15.3 %
Class Action Settlement Loss(a)
— — — 0.1 
Adjusted Operating Margin
14.2 %15.3 %15.3 %15.4 %
GAAP diluted earnings per share$1.02 $1.10 $4.41 $4.05 
Effect of above adjustments to income from operations, pre-tax— — — 0.04 
Non-operating foreign currency exchange (gains) losses, pre-tax(b)
(0.02)— (0.01)0.03 
Tax effect of above adjustments(c)
0.01 — 0.07 — 
Effect of recognition of income tax benefit related to an uncertain tax position(d)
— — (0.07)— 
Adjusted Diluted Earnings Per Share$1.01 $1.10 $4.40 $4.12 
Notes:
(a)In the third quarter of 2021, the parties to the consolidated putative securities class action suit filed a settlement agreement that resolved the consolidated putative securities class action against us and certain of our former officers. The settlement agreement provided for a payment of $95 million to the putative class (inclusive of attorneys’ fees and litigation expenses). Adjusting for indemnification expenses, legal fees and other covered expenses incurred through September 7, 2021, the remaining available balance under the applicable directors and officers insurance policies was $75 million. As a result, we recorded a Class Action Settlement Loss of $20 million in "Selling, general and administrative expenses" in our 2021 consolidated financial statements.
(b)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.
(c)Presented below are the tax impacts of each of our non-GAAP adjustments to pre-tax income for the:
(in millions)Three Months Ended
December 31,
Twelve Months Ended December 31,
2022202120222021
Non-GAAP income tax benefit (expense) related to:
Class Action Settlement Loss— — 6
Foreign currency exchange gains and losses
(4)(2)(39)(5)
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.
(d)During the three months ended September 30, 2022, we recognized an income tax benefit of $36 million related to a specific uncertain tax position that was previously unrecognized in our prior year consolidated financial statements. The recognition of the benefit in the third quarter of 2022 was based on management’s reassessment regarding whether this unrecognized tax benefit met the more-likely-than-not threshold in light of the lapse in the statute of limitations as to a portion of such benefit.





Reconciliations of Net Cash
(in millions)
December 31, 2022December 31, 2021
Cash and cash equivalents$2,191 $1,792 
Short-term investments310 927 
Less:
Short-term debt38 
Long-term debt638 626 
Net cash$1,855 $2,055 

The above tables serve to reconcile the Non-GAAP financial measures to the most directly comparable GAAP measures. Refer to the “About Non-GAAP Financial Measures and Performance Metrics” section of our press release for further information on the use of these Non-GAAP measures.



COGNIZANT TECHNOLOGY SOLUTIONS CORPORATION
Revenue by Business Segment and Geography
(Unaudited)
 (dollars in millions)Three Months Ended December 31, 2022
Year over Year
  $ % of total % Change
Constant Currency % Change (a)
Revenues by Segment:
Financial Services (b)
$1,481 30.6 %(4.3)%(1.4)%
Health Sciences1,426 29.5 %4.1 %5.4 %
Products and Resources1,148 23.7 %2.9 %6.8 %
Communications, Media and Technology 784 16.2 %5.4 %9.3 %
Total Revenues$4,839 1.3 %4.1 %
Revenues by Geography:
North America$3,589 74.2 %2.7 %2.9 %
United Kingdom453 9.4 %3.2 %15.6 %
Continental Europe (b)
453 9.4 %(8.9)%0.7 %
Europe - Total (b)
906 18.7 %(3.2)%7.7 %
Rest of World344 7.1 %(0.6)%7.2 %
Total Revenues$4,839 1.3 %4.1 %
 Twelve Months Ended December 31, 2022
Year over Year
  $ % of total % Change
Constant Currency % Change (a)
Revenues by Segment:
Financial Services (b)
$6,072 31.3 %0.3 %2.8 %
Health Sciences5,631 29.0 %5.5 %6.8 %
Products and Resources4,566 23.5 %6.8 %10.2 %
Communications, Media and Technology3,159 16.3 %11.1 %14.6 %
Total Revenues$19,428 5.0 %7.5 %
Revenues by Geography:
North America$14,435 74.3 %5.9 %6.0 %
United Kingdom1,810 9.3 %10.2 %21.1 %
Continental Europe (b)
1,795 9.2 %(6.5)%3.1 %
Europe - Total (b)
3,605 18.6 %1.2 %11.4 %
Rest of World1,388 7.1 %6.0 %12.1 %
Total Revenues$19,428 5.0 %7.5 %

Notes:
(a)Constant currency revenue growth is not a measure of financial performance prepared in accordance with GAAP. See “About Non-GAAP Financial Measures and Performance Metrics” section of our press release for further information.
(b)The sale of the Samlink subsidiary, which was completed on February 1, 2022, negatively impacted revenue growth for the three months ended December 31, 2022 in Financial Services, Continental Europe and Europe-Total by 180 basis points, 560 basis points and 300 basis points, respectively. For the year ended December 31, 2022, revenue growth was negatively impacted in Financial Services, Continental Europe and Europe-Total by 170 basis points, 540 basis points and 290 basis points, respectively.




COGNIZANT TECHNOLOGY SOLUTIONS CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)

(in millions)
Three Months Ended
December 31,
Twelve Months Ended
December 31,
2022202120222021
Cash flows from operating activities:
Net income$521 $576 $2,290 $2,137 
Adjustments for non-cash income and expenses18 77 602 846 
Changes in assets and liabilities163 172 (324)(488)
Net cash provided by operating activities702 825 2,568 2,495 
Cash flows from investing activities:
Purchases of property and equipment(90)(65)(332)(279)
Net maturities (purchases) of investments379 (178)565 (915)
Proceeds from sales of businesses— — 28 — 
Payments for business combinations, net of cash acquired(367)(255)(367)(970)
Net cash (used in) investing activities(78)(498)(106)(2,164)
Cash flows from financing activities:
Repurchases of common stock(315)(82)(1,422)(771)
Net change in term loan borrowings and finance lease and earnout obligations(13)(39)(53)
Dividends paid(139)(127)(564)(509)
Issuance of common stock under stock-based compensation plans15 26 86 130 
Net cash (used in) financing activities(431)(196)(1,939)(1,203)
Effect of exchange rate changes on cash, cash equivalents and restricted cash59 (3)(21)(16)
Increase (decrease) in cash, cash equivalents and restricted cash252 128 502 (888)
Cash and cash equivalents, beginning of period2,042 1,664 1,792 2,680 
Cash, cash equivalents and restricted cash, end of period (a)
$2,294 $1,792 $2,294 $1,792 
Notes:
(a)In January 2023, we completed the acquisition of the professional services and application management practices of OneSource Virtual. On December 30, 2022, $103 million was placed in an escrow account in advance of the closing date of January 1, 2023. This balance was deemed to be restricted cash as of December 31, 2022 and was presented in "Other noncurrent assets" in our consolidated statement of financial position.
SUPPLEMENTAL CASH FLOW INFORMATION
(in millions)Three Months Ended
Stock Repurchases under Board of Directors' authorized stock repurchase program:December 31, 2022December 31, 2021
Number of shares repurchased5.2 0.8 
Remaining authorized balance as of December 31, 2022
$2,775 

Reconciliation of Free Cash Flow Non-GAAP Financial Measure
(in millions)
Three Months Ended
December 31,
Twelve Months Ended
December 31,
2022202120222021
Net cash provided by operating activities$702 $825 $2,568 $2,495 
Purchases of property and equipment
(90)(65)(332)(279)
Free cash flow$612 $760 $2,236 $2,216 

The trust and longevity that define Cognizant’s strategic partnerships with global clients provide exciting opportunities to further strengthen and grow these relationships as we expand our portfolio of digital services. As I continue to listen and learn, I have been deeply impressed with the knowledge, skills, and motivation of our associates. They are dedicated to helping our clients succeed and determined to compete and win to expand our global leadership in technology services. My immediate focus is on creating the conditions for our associates to excel and ensuring that all 355,000 of us operate with a growth mindset. Q4 2022 Ravi Kumar S | Chief Executive Officer ” Revenue $4.8 billion Reported YoY é 1.3% Constant Currency YoY é 4.1% Digital revenue up ~4% year- over-year, or ~7% in constant currency, and represents 51% of total revenue GAAP and Adjusted Operating Margin | 14.2% GAAP EPS | $1.02 $3.6$0.9 $0.3 Rest of World 0.6% Revenue by Geography ($ In billions) Reported YoY | Constant Currency YoY Cash Flow Cash Flow From Operations $702M Free Cash Flow $612M Capital Return Q4 2022 Dividend $139M Q4 2022 Share Repurchases $315M $0.27/share Revenue by Segment ($ In billions) Reported YoY | Constant Currency YoY Europe North America 7.2% $1.5 $1.4 $1.1 $0.8 Products & Resources Health Sciences Financial Services Communications, Media & Technology 3.2% 7.7% 2.7% 2.9% 5.4% 9.3% 2.9% 6.8% 4.3% 1.4% 4.1% 5.4% Total Employees 355,300 Voluntary Annualized Attrition 19% ” Q4 2022 year-over-year revenue growth reflects the negative impact from the sale of the Samlink subsidiary. Q4 2022 GAAP / Adjusted Operating Margin and GAAP / Adjusted EPS included an impairment of capitalized costs related to a customer contract. For more information on the impact from the sale of the Samlink subsidiary, the impairment of capitalized costs, digital revenue and for non-GAAP financial reconciliations refer to Cognizant's 2022 fourth quarter earnings release issued on February 2, 2023, which accompanies this presentation and is available at investors.cognizant.com. Exhibit 99.2 +5,900 QoQ +24,700 YoY Voluntary Trailing 12-Month Attrition 26% é é é é é é é é é é é é é é Adjusted Diluted EPS | $1.01 Employee Metrics Acquisitions Announced Down 10 pts. QoQ Down 2 pts. YoY


 
We exited the year with a meaningful improvement in voluntary attrition, which will help us put greater focus on improving our commercial momentum. We also continued to execute our balanced capital allocation framework, returning nearly $2 billion to shareholders through dividends and share repurchases in 2022, and announcing four acquisitions in the last three months alone.FY 2022 Jan Siegmund | Chief Financial Officer ” Revenue $19.4 billion Reported YoY é 5.0% Constant Currency YoY é 7.5% Digital revenue up ~11% year- over-year, or ~13% in constant currency, and represents 51% of total revenue GAAP and Adjusted Operating Margin | 15.3% GAAP EPS | $4.41 $14.4$3.6 $1.4 Rest of World 6.0% Revenue by Geography ($ In billions) Reported YoY | Constant Currency YoY Cash Flow Cash Flow From Operations $2,568M Free Cash Flow $2,236M Capital Return FY 2022 Dividend $564M FY 2022 Share Repurchases $1,422M $1.08/share Revenue by Segment ($ In billions) Reported YoY | Constant Currency YoY Europe North America 12.1% $6.1 $5.6 $4.6 $3.1 Products & Resources Health Sciences Financial Services Communications, Media & Technology 1.2 % 11.4% 5.9% 6.0% 11.1% 14.6% 6.8% 10.2% 0.3 % 2.8% 5.5% 6.8% ” FY 2022 year-over-year revenue growth reflects the negative impact from the sale of the Samlink subsidiary. FY 2022 GAAP / Adjusted Operating Margin and GAAP / Adjusted EPS included an impairment of capitalized costs related to a customer contract. For more information on the impact from the sale of the Samlink subsidiary, digital revenue and for non-GAAP financial reconciliations refer to Cognizant's 2022 fourth quarter earnings release issued on February 2, 2023, which accompanies this presentation and is available at investors.cognizant.com. é é é é é é é é é é é é é é Adjusted Diluted EPS | $4.40 Acquisitions Announced The professional services and application management practices of


 
Exhibit 99.3 Fourth Quarter 2022 Financial Results and Highlights © 2023 Cognizant February 2, 2023


 
© 2023 Cognizant Forward-looking statements This earnings supplement includes statements that may constitute forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, the accuracy of which are necessarily subject to risks, uncertainties, and assumptions as to future events that may not prove to be accurate. These statements include, but are not limited to, express or implied forward-looking statements relating to our expectations regarding our strategy, competitive position and opportunities in the marketplace, investment in and growth of our business, the effectiveness of our recruiting and talent efforts and related costs, trends in demand for digital solutions and services, labor market trends, the anticipated amount of capital to be returned to shareholders and our anticipated financial performance. These statements are neither promises nor guarantees, but are subject to a variety of risks and uncertainties, many of which are beyond our control, which could cause actual results to differ materially from those contemplated in these forward-looking statements. Existing and prospective investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. Factors that could cause actual results to differ materially from those expressed or implied include general economic conditions, the competitive and rapidly changing nature of the markets we compete in, the competitive marketplace for talent and its impact on employee recruitment and retention, legal, reputational and financial risks resulting from cyberattacks, risks related to the invasion of Ukraine by Russia, changes in the regulatory environment, including with respect to immigration and taxes, and the other factors discussed in our most recent Annual Report on Form 10-K and other filings with the Securities and Exchange Commission. Cognizant undertakes no obligation to update or revise any forward looking statements, whether as a result of new information, future events, or otherwise, except as may be required under applicable securities law. 2


 
© 2023 Cognizant Results Summary: Q4 2022 1 See “About Non-GAAP Financial Measures and Performance Metrics” at the end of this earnings supplement for more information and reconciliations to the most directly comparable GAAP financial measures, as applicable. Revenue Up 1.3% Y/Y as reported, or 4.1% Y/Y in constant currency1 GAAP and Adjusted Operating Margin1 Margin for 2022 included (120 bps) from the impairment of capitalized costs related to a customer contract Cash Flow 3 $4,777M $4,839M Q4 '21 Q4 '22 Diluted Earnings Per Share (EPS) Amounts for 2022 included ($0.08) from the impairment of capitalized costs related to a customer contract 15.3% 14.2% Q4 '21 Q4 '22 15.3% 14.2% Q4 '21 Q4 '22 $825M $702M Q4 '21 Q4 '22 $760M $612M Q4 '21 Q4 '22 $1.10 $1.02 Q4 '21 Q4 '22 $1.10 $1.01 Q4 '21 Q4 '22 Adjusted Operating Margin1 GAAP Diluted EPS Adjusted Diluted EPS1 Operating Cash Flow Free Cash Flow1 GAAP Operating Margin Adjusted Operating Margin1


 
© 2023 Cognizant Results Summary: FY 2022 1 See “About Non-GAAP Financial Measures and Performance Metrics” at the end of this earnings supplement for more information and reconciliations to the most directly comparable GAAP financial measures, as applicable. Revenue Up 5.0% Y/Y as reported, or 7.5% Y/Y in constant currency1 GAAP and Adjusted Operating Margin1 Margin for 2022 included (30 bps) from the impairment of capitalized costs related to a customer contract Cash Flow 4 $18,507M $19,428M 2021 2022 Diluted Earnings Per Share (EPS) Amounts for 2022 included ($0.08) from the impairment of capitalized costs related to a customer contract 15.3% 15.3% 2021 2022 15.4% 15.3% 2021 2022 $2,495M $2,568M 2021 2022 $2,216M $2,236M 2021 2022 $4.05 $4.41 2021 2022 $4.12 $4.40 2021 2022 Adjusted Operating Margin1 GAAP Diluted EPS Adjusted Diluted EPS1 Operating Cash Flow Free Cash Flow1 GAAP Operating Margin Adjusted Operating Margin1


 
© 2023 Cognizant $4,225 $4,000 $4,243 $4,184 $4,401 $4,585 $4,744 $4,777 $4,826 $4,906 $4,857 $4,839 $0.96 $0.82 $0.97 $0.67 $0.97 $0.99 $1.06 $1.10 $1.08 $1.14 $1.17 $1.01 Revenue Adjusted Diluted EPS Q1 '20 Q2 '20 Q3 '20 Q4 '20 Q1 '21 Q2 '21 Q3 '21 Q4 '21 Q1 '22 Q2 '22 Q3 '22 Q4 '22 $ in millions except per share amounts Q1 '20 Q2 '20 Q3 '20 Q4 '20 Q1 '21 Q2 '21 Q3 '21 Q4 '21 Q1 '22 Q2 '22 Q3 '22 Q4 '221 Y/Y 2.8% (3.4%) (0.1%) (2.3%) 4.2% 14.6% 11.8% 14.2% 9.7% 7.0% 2.4% 1.3% Y/Y CC 3.5% (2.5%) (0.7%) (3.0%) 2.4% 12.0% 11.0% 14.5% 10.9% 9.5% 5.6% 4.1% GAAP Operating Margin 13.7% 11.7% 14.2% 11.1% 15.2% 15.2% 15.4% 15.3% 15.0% 15.5% 16.4% 14.2% Adjusted Operating Margin 15.1% 14.1% 15.9% 12.3% 15.2% 15.2% 15.8% 15.3% 15.0% 15.5% 16.4% 14.2% GAAP Diluted EPS $0.67 $0.67 $0.64 $0.59 $0.95 $0.97 $1.03 $1.10 $1.07 $1.11 $1.22 $1.02 Adjusted Diluted EPS $0.96 $0.82 $0.97 $0.67 $0.97 $0.99 $1.06 $1.10 $1.08 $1.14 $1.17 $1.01 Revenue, Operating Margin and EPS Revenue Growth, Operating Margin and EPS 1 Q4 2022 included a $59 million impairment of capitalized costs related to a large volume-based contract with a Health Sciences customer. This charge negatively impacted each of Q4 2022 GAAP and Adjusted Operating Margin by 120 basis points . Q4 2022 GAAP and Adjusted Earnings per share were each negatively impacted by $0.08. 5 1


 
© 2023 Cognizant $3,589 $906 $344 $1,481 $1,426 $1,148 $784 Revenue Performance: Q4 2022 Products & Resources Communications, Media & Technology Health Sciences Financial Services1 North America Europe1 Rest of World Segments $ in millions Geography $ in millions +5.4% Y/Y +9.3% Y/Y CC +2.9% Y/Y +6.8% Y/Y CC +4.1% Y/Y +5.4% Y/Y CC (4.3%) Y/Y (1.4%) Y/Y CC (3.2%) Y/Y +7.7% Y/Y CC (0.6%) Y/Y +7.2% Y/Y CC +2.7% Y/Y +2.9% Y/Y CC 6 1 The sale of the Samlink subsidiary, which was completed on February 1, 2022, negatively impacted Y/Y revenue growth in Financial Services and Europe by 1.8 and 3.0 percentage points, respectively.


 
© 2023 Cognizant $14,435 $3,605 $1,388 $6,072 $5,631 $4,566 $3,159 Revenue Performance: FY 2022 Products & Resources Communications, Media & Technology Health Sciences Financial Services1 North America Europe1 Rest of World Segments $ in millions Geography $ in millions +11.1% Y/Y +14.6% Y/Y CC +6.8% Y/Y +10.2% Y/Y CC +5.5% Y/Y +6.8% Y/Y CC +0.3% Y/Y +2.8% Y/Y CC +1.2% Y/Y +11.4% Y/Y CC +6.0% Y/Y +12.1% Y/Y CC +5.9% Y/Y +6.0% Y/Y CC 7 1 The sale of the Samlink subsidiary, which was completed on February 1, 2022, negatively impacted Y/Y revenue growth in Financial Services and Europe by 1.7 and 2.9 percentage points, respectively.


 
© 2023 Cognizant $1,042 $300 $139 Financial Services North America Europe1 Rest of World Q1 '20 Q2 '20 Q3 '20 Q4 '20 Q1 '21 Q2 '21 Q3 '21 Q4 '21 Q1 '22 Q2 '22 Q3 '22 Q4 '22 Y/Y 1.0% (5.2%) (1.5%) (11.1%) 0.5% 7.6% 5.1% 18.5% 4.8% 2.7% (1.5%) (4.3%) Y/Y CC 1.8% (4.3%) (2.2%) (11.4%) (1.7%) 4.8% 4.3% 18.8% 6.0% 5.1% 1.6% (1.4%) (6.1%) Y/Y +0.4% Y/Y CC (9.6%) Y/Y (0.3%) Y/Y CC Revenue1 Revenue growth1 $ in millions $ in millions Q4 2022 Geography (2.3%) Y/Y (2.0%) Y/Y CC $1,451 $1,396 $1,469 $1,305 $1,458 $1,502 $1,544 $1,547 $1,528 $1,542 $1,521 $1,481 Q1 '20 Q2 '20 Q3 '20 Q4 '20 Q1 '21 Q2 '21 Q3 '21 Q4 '21 Q1 '22 Q2 '22 Q3 '22 Q4 '22 8 1 Samlink Impact on Q4 2020 Financial Services was a reduction of revenue of $107 million, or -7.3 percentage points impact Y/Y. Q4 2021 Y/Y revenue growth included Samlink Impact of +9.0 percentage points on Financial Services. The sale of the Samlink subsidiary, which was completed on February 1, 2022, impacted our Q1, Q2, Q3 and Q4 2022 Y/Y revenue growth in total Financial Services by -1.3, -1.9 , -1.8 and -1.8 percentage points, respectively, and Financial Services in Europe by -6.0, -9.2, -8.6 and -8.4 percentage points, respectively. Revenue declined and included a 180 basis point negative impact related to the previously disclosed sale of the Samlink subsidiary. This was partially offset by growth among public sector clients in the United Kingdom and insurance clients.


 
© 2023 Cognizant $1,236 $160 $30 Health Sciences North America Europe Rest of World (9.1%) Y/Y +1.9% Y/Y CC —% Y/Y +8.9% Y/Y CC +5.0% Y/Y and CC Revenue $ in millions Q1 '20 Q2 '20 Q3 '20 Q4 '20 Q1 '21 Q2 '21 Q3 '21 Q4 '21 Q1 '22 Q2 '22 Q3'22 Q4'22 Y/Y 2.5% 2.0% 4.8% 4.0% 7.9% 14.5% 10.0% 7.9% 8.1% 6.3% 3.8% 4.1%Y/Y CC 2.7% 2.2% 4.2% 3.3% 7.0% 13.4% 9.8% 8.2% 8.8% 7.6% 5.5% 5.4% $1,194 $1,157 $1,231 $1,270 $1,288 $1,325 $1,354 $1,370 $1,392 $1,408 $1,405 $1,426 Q1 '20 Q2 '20 Q3 '20 Q4 '20 Q1 '21 Q2 '21 Q3 '21 Q4 '21 Q1 '22 Q2 '22 Q3 '22 Q4 '22 9 Revenue growth Growth was driven by digital services among pharmaceutical and healthcare payer clients. $ in millions Q4 2022 Geography


 
© 2023 Cognizant $768 $279 $101 North America Europe Products & Resources +2.8% Y/Y +3.1% Y/Y CC (1.4%) Y/Y +11.4% Y/Y CC +17.4% Y/Y +23.9% Y/Y CC Rest of World Revenue $ in millions Q1 '20 Q2 '20 Q3 '20 Q4 '20 Q1 '21 Q2 '21 Q3 '21 Q4 '21 Q1 '22 Q2 '22 Q3 '22 Q4 '22 Y/Y 4.4% (6.5%) (4.0%) (1.6%) 4.6% 21.7% 19.4% 17.7% 13.2% 8.1% 3.7% 2.9%Y/Y CC 5.3% (5.0%) (4.6%) (2.4%) 2.4% 17.8% 18.1% 18.0% 14.9% 11.6% 8.2% 6.8% $954 $867 $927 $948 $998 $1,055 $1,107 $1,116 $1,130 $1,140 $1,148 $1,148 Q1 '20 Q2 '20 Q3 '20 Q4 '20 Q1 '21 Q2 '21 Q3 '21 Q4 '21 Q1 '22 Q2 '22 Q3 '22 Q4 '22 10 Revenue growth Growth was driven by digital services among logistics, automotive, utilities, consumer goods and travel and hospitality clients. $ in millions Q4 2022 Geography


 
© 2023 Cognizant $543 $167 $74$626 $580 $616 $661 $657 $703 $739 $744 $776 $816 $783 $784 Q1 '20 Q2 '20 Q3 '20 Q4 '20 Q1 '21 Q2 '21 Q3 '21 Q4 '21 Q1 '22 Q2 '22 Q3 '22 Q4 '22 Communications, Media & Technology North America Rest of World (6.3%) Y/Y +4.1% Y/Y CC +3.7% Y/Y +16.5% Y/Y CC +7.7% Y/Y +7.8% Y/Y CC Europe Q1 '20 Q2 '20 Q3 '20 Q4 '20 Q1 '21 Q2 '21 Q3 '21 Q4 '21 Q1 '22 Q2 '22 Q3 '22 Q4 '22 Y/Y 5.2% (4.4%) 0.2% 4.6% 5.0% 21.2% 20.0% 12.6% 18.1% 16.1% 6.0% 5.4% Y/Y CC 6.3% (3.2%) (0.2%) 3.4% 3.1% 17.9% 19.1% 13.1% 19.9% 19.5% 10.4% 9.3% Impact from exit of certain content services ~(3.9%) ~(7.9%) ~(9.2%) ~(7.9%) ~(6.0%) ~(1.9%) N/A N/A N/A N/A N/A N/A 11 Revenue growth Growth was driven by strength among digital native companies. Revenue $ in millions $ in millions Q4 2022 Geography


 
© 2023 Cognizant $23.1 $23.4 $23.2 $23.1 $24.1 Q4 '21 Q1 '22 Q2 '22 Q3 '22 Q4 '22 Trailing Twelve Month Bookings1 12 Bookings in the quarter increased 12% year-over-year. This resulted in trailing twelve month bookings of $24.1 billion, which represented a book-to-bill of 1.2x. $ in billions 1 See “About Non-GAAP Financial Measures and Performance Metrics” at the end of this earnings supplement for more information.


 
© 2023 Cognizant Employee Metrics 291.7 281.2 283.1 289.5 296.5 301.2 318.4 330.6 340.4 341.3 349.4 355.3 Q1 '20 Q2 '20 Q3 '20 Q4 '20 Q1 '21 Q2 '21 Q3 '21 Q4 '21 Q1 '22 Q2 '22 Q3 '22 Q4 '22 13 Q1 '20 Q2 '20 Q3 '20 Q4 '20 Q1 '21 Q2 '21 Q3 '21 Q4 '21 Q1 '22 Q2 '22 Q3 '22 Q4 '22 Trailing 12-Month Voluntary Attrition 17% 15% 13% 12% 13% 18% 24% 28% 29% 32% 29% 26% Quarterly Annualized Voluntary Attrition 13% 11% 10% 16% 18% 29% 33% 31% 26% 31% 29% 19% Quarterly Annualized Involuntary Attrition 9% 13% 8% 3% 3% 2% 4% 4% 5% 5% 6% 6% Additional Employee Metrics Q1 '20 Q2 '20 Q3 '20 Q4 '20 Q1 '21 Q2 '21 Q3 '21 Q4 '21 Q1 '22 Q2 '22 Q3 '22 Q4 '22 Offshore Utilization, Excluding Trainees 83% 80% 85% 87% 85% 84% 84% 83% 82% 83% 83% 81% Onsite Utilization 91% 91% 93% 91% 92% 92% 91% 90% 91% 91% 90% 88% Utilization Headcount in thousands


 
© 2023 Cognizant $480 $509 $564 $1,123 $970 $367 $1,621 $771 $1,422 FY 2020 FY 2021 FY 2022 Acquisitions Share Repurchases $127 $143 $141 $141 $139 $255 $367 $82 $474 $318 $315 $315 Q4 '21 Q1 '22 Q2 '22 Q3 '22 Q4 '22 Cash Flow, Balance Sheet & Capital Allocation Q1 '20 Q2 '20 Q3 '20 Q4 '20 Q1 '21 Q2 '21 Q3 '21 Q4 '21 Q1 '22 Q2 '22 Q3 '22 Q4 '22 Operating Cash Flow $497 $979 $925 $898 $181 $541 $948 $825 $306 $528 $1,032 $702 Free Cash Flow $385 $886 $821 $809 $93 $466 $897 $760 $186 $485 $953 $612 Cash and Short-Term Investments $4,282 $4,582 $4,575 $2,724 $2,158 $1,850 $2,413 $2,719 $2,319 $2,320 $2,731 $2,501 Total Debt $2,468 $2,459 $2,450 $701 $692 $683 $674 $664 $655 $646 $636 $646 Annual Quarterly Dividends 14 $ in millions $ in millions


 
© 2023 Cognizant Q1 2023 Guidance1 1 Guidance is as of February 2, 2023 Q1 2023 Guidance Assumptions Revenue $4.71 to $4.76B (2.5%)-(1.5%) Y/Y or (1.0%) to flat Y/Y CC Includes ~100 bps of inorganic contribution 15


 
APPENDIX: About Non-GAAP Financial Measures and Performance Metrics


 
© 2023 Cognizant Non-GAAP Financial Measures To supplement our financial results presented in accordance with GAAP, this earnings supplement includes references to the following measures defined by the Securities and Exchange Commission as non-GAAP financial measures: Adjusted Income From Operations, Adjusted Operating Margin, Adjusted Diluted EPS, free cash flow and constant currency revenue growth. 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 our non-GAAP financial measures to the corresponding GAAP measures should be carefully evaluated. Our non-GAAP financial measures Adjusted Operating Margin and Adjusted Income From Operations exclude unusual items, such as the Class Action Litigation Settlement in the third quarter of 2021. Our non-GAAP financial measure Adjusted Diluted EPS excludes unusual items, such as the Class Action Litigation Settlement in the third quarter of 2021 and the effect of recognition in the third quarter of 2022 of an income tax benefit related to a specific uncertain tax position that was previously unrecognized in our prior year consolidated financial statements, 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. Free cash flow is defined as cash flows from operating activities net of purchases of property and equipment. 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. Management believes providing investors with an operating view consistent with how we manage the Company provides enhanced transparency into our operating results. For our 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 our executive officers and for making comparisons of our operating results to those of our competitors. Accordingly, we believe that the presentation of our non-GAAP measures, which exclude certain costs, when read in conjunction with our reported GAAP results, 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 do not reflect all of the amounts associated with our operating results as determined in accordance with GAAP and may exclude costs that are recurring such as our 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 our non-GAAP financial measures to allow investors to evaluate such non-GAAP financial measures. Performance Metrics Bookings are defined as total contract value (or TCV) of new contracts, including new contract sales as well as renewals and expansions of existing contracts. Bookings can vary significantly quarter to quarter depending in part on the timing of the signing of a small number of large contracts. Our book-to-bill ratio is defined as bookings for the trailing twelve months divided by revenue for the same period. Measuring bookings involves the use of estimates and judgments and there are no independent standards or requirements governing the calculation of bookings. The extent and timing of conversion of bookings to revenues may be impacted by, among other factors, the types of services and solutions sold, contract duration, the pace of client spending, actual volumes of services delivered as compared to the volumes anticipated at the time of sale, and contract modifications, including terminations, over the lifetime of a contract. The majority of our contracts are terminable by the client on short notice often without penalty, and some without notice. We do not update our bookings for subsequent terminations, reductions or foreign currency exchange rate fluctuations. Information regarding our bookings is not comparable to, nor should it be substituted for, an analysis of our reported revenues. However, management believes that it is a key indicator of potential future revenues and provides a useful indicator of the volume of our business over time. About Non-GAAP Financial Measures and Performance Metrics 17


 
© 2023 Cognizant Reconciliations of Non-GAAP Financial Measures Please refer to page 19, 20 and 21 of this earnings supplement for corresponding Non-GAAP notes. 18 (in millions, except per share amounts) Three Months Ended: Full Year: Mar 31, 2020 Jun 30, 2020 Sep 30, 2020 Dec 31, 2020 Mar 31, 2021 Jun 30, 2021 Sep 30, 2021 Dec 31, 2021 Mar 31, 2022 Jun 30, 2022 Sep 30, 2022 Dec 31, 2022 Dec 31, 2021 Dec 31, 2022 GAAP income from operations $ 579 $ 467 $ 603 $ 465 $ 669 $ 696 $ 729 $ 732 $ 724 $ 760 $ 798 $ 686 $ 2,826 $ 2,968 Class Action Settlement Loss(a) — — — — — — 20 — — — — — 20 — Realignment charges(b) 20 12 8 2 — — — — — — — — — — 2020 Fit for Growth Plan restructuring charges(c) 35 59 43 36 — — — — — — — — — — COVID-19 charges(d) 6 25 21 13 — — — — — — — — — — Adjusted income from operations $ 640 $ 563 $ 675 $ 516 $ 669 $ 696 $ 749 $ 732 $ 724 $ 760 $ 798 $ 686 $ 2,846 $ 2,968 GAAP operating margin 13.7 % 11.7 % 14.2 % 11.1 % 15.2 % 15.2 % 15.4 % 15.3 % 15.0 % 15.5 % 16.4 % 14.2 % 15.3 % 15.3 % Class Action Settlement Loss(a) — — — — — — 0.4 — — — — — 0.1 — Realignment charges(b) 0.5 0.3 0.2 — — — — — — — — — — — 2020 Fit for Growth Plan restructuring charges(c) 0.8 1.5 1.0 0.9 — — — — — — — — — — COVID-19 charges(d) 0.1 0.6 0.5 0.3 — — — — — — — — — — Adjusted operating margin 15.1 % 14.1 % 15.9 % 12.3 % 15.2 % 15.2 % 15.8 % 15.3 % 15.0 % 15.5 % 16.4 % 14.2 % 15.4 % 15.3 % GAAP diluted earnings per share $ 0.67 $ 0.67 $ 0.64 $ 0.59 $ 0.95 $ 0.97 $ 1.03 $ 1.10 $ 1.07 $ 1.11 $ 1.22 $ 1.02 $ 4.05 $ 4.41 Effect of above adjustments, pre-tax 0.11 0.18 0.13 0.10 — — 0.04 — — — — — 0.04 — Effect of non-operating foreign currency exchange (gains) loss, pre-tax(e) 0.19 — — 0.02 0.02 0.01 0.01 — — 0.01 (0.01) (0.02) 0.03 (0.01) Tax effect of above adjustments(f) (0.01) (0.03) (0.06) (0.04) — 0.01 (0.02) — 0.01 0.02 0.03 0.01 — 0.07 Effect of recognition of income tax benefit related to an uncertain tax position(g) — — — — — — — — — — (0.07) — — (0.07) Tax on Accumulated Indian Earnings(h) — — 0.26 — — — — — — — — — — — Adjusted diluted earnings per share $ 0.96 $ 0.82 $ 0.97 $ 0.67 $ 0.97 $ 0.99 $ 1.06 $ 1.10 $ 1.08 $ 1.14 $ 1.17 $ 1.01 $ 4.12 $ 4.40


 
© 2023 Cognizant Reconciliations of Non-GAAP Financial Measures Notes: (a) During 2021, the parties to the consolidated putative securities class action suit filed a settlement agreement that resolved the consolidated putative securities class action against us and certain of our former officers. The settlement agreement provided for a payment of $95 million to the putative class (inclusive of attorneys’ fees and litigation expenses). Adjusting for indemnification expenses, legal fees and other covered expenses incurred through September 7, 2021, the remaining available balance under the applicable directors and officers insurance policies was $75 million. As a result, we recorded a Class Action Settlement Loss of $20 million in "Selling, general and administrative expenses" in our third quarter 2021 unaudited consolidated financial statements. (b) During 2020, we incurred realignment charges that consisted of employee separation costs, employee retention costs and professional fees. The total costs related to the realignment are reported in "Restructuring charges" in our unaudited consolidated statements of operations. (c) During 2020, we incurred restructuring charges as part of our 2020 Fit for Growth Plan that included employee separation costs, employee retention costs and facility exit costs and other charges. The total costs related to the 2020 Fit for Growth Plan are reported in "Restructuring charges" in our unaudited consolidated statements of operations. (d) During 2020, we incurred costs in response to the COVID-19 pandemic, including a one-time bonus to our employees at the designation of associate and below in both India and the Philippines, certain costs to enable our employees to work remotely and costs to provide medical staff and extra cleaning services for our facilities. Most of the costs related to the pandemic are reported in "Cost of revenues" in our unaudited consolidated statement of operations. (e) Non-operating foreign currency exchange gains and losses, inclusive of gains and losses related to 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. 19


 
© 2023 Cognizant Reconciliations of Non-GAAP Financial Measures 20 (g) During the three months ended September 30, 2022, we recognized an income tax benefit previously unrecognized in our consolidated financial statements related to a specific uncertain tax position of $36 million. The recognition of the benefit in the third quarter of 2022 was based on management’s reassessment regarding whether this unrecognized tax benefit met the more-likely-than-not threshold in light of the lapse in the statute of limitations as to a portion of such benefit. (h) During the third quarter of 2020, after a thorough analysis of the impact of several changes in tax law on the cost of earnings repatriation and considering our strategic decision to increase our investments to accelerate growth in various international markets and expand our global delivery footprint, we reversed our indefinite reinvestment assertion on Indian earnings accumulated in prior years and recorded a $140 million tax on Accumulated Indian Earnings. The recorded income tax expense reflects the India withholding tax on unrepatriated Indian earnings, which were $5.2 billion as of December 31, 2019, net of applicable U.S. foreign tax credits. 2020 2021 2022 FY Three months ended: Mar 31 Jun 30 Sep 30 Dec 31 Mar 31 Jun 30 Sep 30 Dec 31 Mar 31 Jun 30 Sep 30 Dec 31 2021 2022 Tax impacts of non-GAAP adjustments: Class Action Settlement Loss $ — $ — $ — $ — $ — $ — $ 6 $ — $ — $ — $ — $ — $ 6 $ — Realignment charges 5 3 2 1 — — — — — — — — — — 2020 Fit for Growth restructuring charges 9 16 11 9 — — — — — — — — — — COVID-19 charges 2 6 6 3 — — — — — — — — — — Foreign currency exchange gain and losses (10) (8) 15 9 — (6) 3 (2) (6) (14) (15) (4) (5) (39) (f) Presented below are the tax impacts of each of our non-GAAP adjustments to pre-tax income: 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 consolidated statements of operations.


 
© 2023 Cognizant Reconciliations of Non-GAAP Financial Measures Reconciliation of free cash flow Three Months Ended (in millions) Mar 31, 2020 Jun 30, 2020 Sep 30, 2020 Dec 31, 2020 Mar 31, 2021 Jun 30, 2021 Sep 30, 2021 Dec 31, 2021 Mar 31, 2022 Jun 30, 2022 Sep 30, 2022 Dec 31, 2022 Net cash provided by operating activities $ 497 $ 979 $ 925 $ 898 $ 181 $ 541 $ 948 $ 181 $ 306 $ 528 $ 1,032 $ 702 Purchases of property and equipment (112) (93) (104) (89) (88) (75) (51) (88) (120) (43) (79) (90) Free cash flow $ 385 $ 886 $ 821 $ 809 $ 93 $ 466 $ 897 $ 93 $ 186 $ 485 $ 953 $ 612 21 Reconciliation of free cash flow Full Year (in millions) Dec 31, 2021 Dec 31, 2022 Net cash provided by operating activities $ 2,495 $ 2,568 Purchases of property and equipment (279) (332) Free cash flow $ 2,216 $ 2,236