Search the web
Welcome, Guest
[Sign Out, My Account]
EDGAR_Online

Quotes & Info
Enter Symbol(s):
e.g. YHOO, ^DJI
Symbol Lookup | Financial Search
CTSH > SEC Filings for CTSH > Form 8-K on 30-Mar-2009All Recent SEC Filings

Show all filings for COGNIZANT TECHNOLOGY SOLUTIONS CORP | Request a Trial to NEW EDGAR Online Pro

Form 8-K for COGNIZANT TECHNOLOGY SOLUTIONS CORP


30-Mar-2009

Change in Directors or Principal Officers


Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(e) Compensatory Arrangements of Certain Officers

At a meeting on March 26, 2009, the Compensation Committee (the "Compensation Committee") of the Board of Directors of Cognizant Technology Solutions Corporation (the "Company") took the following actions with regard to the cash compensation of the individuals who serve as the Company's President and Chief Executive Officer, Chief Financial and Operating Officer, Vice Chairman, President and Managing Director, Global Delivery and Chief Operating Officer, Global Client Services (the "Named Executive Officers").

2009 Base Salaries. The Compensation Committee reviewed the base salaries of the Named Executive Officers and approved the same base salaries for the Named Executive Officers for the 2009 calendar year as they received for the 2008 calendar year. The table below sets forth the 2008 annual base salary levels of those Named Executive Officers and the annual base salary levels in effect for them for the 2009 calendar year:

                                                          2008 Annual         2009 Annual
Name                                                      Base Salary         Base Salary

Francisco D'Souza                                        $     518,400       $     518,400
President and Chief Executive Officer

Gordon Coburn                                            $     466,560       $     466,560
Chief Financial and Operating Officer and Treasurer

Lakshmi Narayanan                                        $     100,000       $     100,000 (1)
Vice Chairman

Ramakrishnan Chandrasekaran                              $     162,000       $     162,000 (1)(2)
President and Managing Director, Global Delivery

Rajeev Mehta                                             $     372,000       $     372,000
Chief Operating Officer, Global Client Services

(1) The salaries of Mr. Narayanan and Mr. Chandrasekaran will be converted into and paid in Indian rupees at the USD/INR exchange rate in effect as of January 1, 2009.

(2) Mr. Chandrasekaran's 2009 annual base salary of $162,000 is inclusive of the Company's cost to provide Mr. Chandrasekaran with a Company vehicle.

2009 Bonus Program. The Compensation Committee also approved a cash bonus program for the 2009 calendar year (the "2009 Bonus Program") pursuant to the Performance-Based Award provisions of the Company's Amended and Restated 1999 Incentive Compensation Plan (the "Plan"). The 2009 Bonus Program provides cash bonus opportunities for selected executive officers of the Company, including certain of the Named Executive


Officers. Each participant in the 2009 Bonus Program is assigned a target bonus, expressed as a percentage of the participant's annual base salary for the 2009 calendar year, to which they will become entitled if the applicable performance objectives are attained. The table below sets forth the applicable percentages for the Company's Named Executive Officers under the 2009 Bonus Program, which are the same applicable percentages for the Named Executive Officers as those in effect for the 2008 calendar year.

                                                            Target Bonus as Percentage of
Name                                                             Annual Base Salary

Francisco D'Souza                                                        70%
President and Chief Executive Officer

Gordon Coburn                                                            70%
Chief Financial and Operating Officer and
Treasurer

Lakshmi Narayanan                                                         -
Vice Chairman

Ramakrishnan Chandrasekaran                                              70%
President and Managing Director, Global
Delivery

Rajeev Mehta                                                             70%
Chief Operating Officer, Global Client
Services

The performance period for the 2009 Bonus Program is coincidental with the 2009 calendar year and the performance objectives for such performance period are tied to the Company's performance for such period measured in terms of the following financial metrics: (i) revenue, (ii) earnings before interest, taxes, depreciation, amortization and stock-based compensation costs and related fringe benefit taxes, subject to certain adjustments, and (iii) days sales are outstanding. The Compensation Committee has established threshold, target and maximum levels for each metric. The actual bonus to be paid per participant will be determined on the basis of the level at which each metric is actually attained, and each metric will be measured separately in terms of actual level of attainment and appropriately weighted in order to establish the individual bonus amount per participant. To the extent any performance metric is attained at a level between two of the designated levels, the bonus amount payable with respect to that metric will be determined on the basis of straight-line interpolation between those two levels.

In addition, the Compensation Committee determined that the maximum bonus payable per participant will not exceed two times his or her target bonus amount for the 2009 Bonus Program, and in no event will the bonus paid to any participant be in such amount so as to exceed the $10 million cumulative limitation in effect per person for the term of the Plan.


  Add CTSH to Portfolio     Set Alert         Email to a Friend  
Get SEC Filings for Another Symbol: Symbol Lookup
Quotes & Info for CTSH - All Recent SEC Filings
Sign Up for a Free Trial to the NEW EDGAR Online Pro
Detailed SEC, Financial, Ownership and Offering Data on over 12,000 U.S. Public Companies.
Actionable and easy-to-use with searching, alerting, downloading and more.
Request a Trial      Sign Up Now


Copyright © 2009 Yahoo! Inc. All rights reserved. Privacy Policy - Terms of Service
SEC Filing data and information provided by EDGAR Online, Inc. (1-800-416-6651). All information provided "as is" for informational purposes only, not intended for trading purposes or advice. Neither Yahoo! nor any of independent providers is liable for any informational errors, incompleteness, or delays, or for any actions taken in reliance on information contained herein. By accessing the Yahoo! site, you agree not to redistribute the information found therein.