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) March 5, 2003 Cognizant Technology Solutions Corporation --------------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Delaware 0-24429 13-3728359 ---------------------------- -------------------------- -------------------- (State or Other Jurisdiction (Commission File Number) (IRS Employer of Incorporation) Identification No.) 500 Glenpointe Centre West Teaneck, New Jersey 07666 ------------------------------------------------------------------------------ (Address of Principal Executive Offices) (Zip Code) (201) 801-0233 ------------------------------------------------- (Registrant's telephone number, including area code) ----------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Item 5. Other Events. On March 5, 2003, Cognizant Technology Solutions Corporation (the "Company") issued a press release announcing that its Board of Directors has declared a three-for-one stock split on its capital stock in the form of a 200% stock dividend. Class A Common Stockholders of record as of March 19, 2003 will be entitled to two additional shares of Class A Common Stock for each Class A share held at the close of business on that date. The stock distribution is expected to occur on or about April 1, 2003, and the Company's Class A Common Stock will begin trading on a post-split basis the day after distribution. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits. Exhibit No. Description of Exhibit ---------- ---------------------- 99.1 Press release dated March 5, 2003. -2- SIGNATURES Pursuant to the requirements of Section 13 or 15(d) 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 By: /s/ Wijeyaraj Mahadeva -------------------------------------------- Name: Wijeyaraj Mahadeva Title: Chairman of the Board and Chief Executive Officer Date: March 5, 2003 -3-