Cognizant Technology Solutions

Market position and competition · Disruptive competitors and new market entrants

we face competition from clients' in-house technology resources, such as GCCs, which may provide a lower cost alternative to our services...Consolidation activity may also result in new competitors with greater scale, a broader footprint or vertical integration.

Innovation and product development · Intellectual property protection and infringement

We rely on a combination of patent, copyright and trade secret laws, confidentiality procedures and contractual provisions to protect our IP...the legal landscape surrounding IP protection of software technologies, including AI, is rapidly evolving and as a result there is uncertainty concerning the scope of IP protection for our software IP rights.

Market position and competition · Pricing pressure and margin compression

Competitors may also be willing, at times, to take on more risk or price contracts lower than us in an effort to enter the market or increase market share...we may lose business to competitors and face downward pressure on gross margins and profitability.

Market position and competition · Competitive pressure and market share loss

The markets we serve and operate in are highly competitive, subject to rapid change and characterized by a large number of participants...If we are not able to supply clients with services that they deem superior and successfully apply current business models with market level pricing while managing discounts, we may lose business to competitors and face downward pressure on gross margins and profitability.

Strategic execution · Merger acquisition and divestiture risks

We may not be successful in identifying suitable opportunities, completing targeted transactions or achieving the desired results or strategic objectives in the timeframe we expect or at all...We may face challenges in effectively integrating acquired businesses into our ongoing operations, including the implementation of controls, processes and policies appropriate for a multinational public company.

Capital structure and performance · Financial performance volatility

Our profitability is impacted by our ability to accurately estimate, attain, and sustain revenues from client engagements, margins and cash flows over contract periods and general macroeconomic and geopolitical conditions.

International and currency · International operations and emerging markets

Our business is particularly susceptible to economic and political conditions in the markets where our clients or operations are concentrated. Our revenues are highly dependent on clients located in the United States and Europe, and any adverse economic, geopolitical or legal uncertainties or adverse developments...may cause clients in these geographies to reduce their spending.

Human capital and workforce · Talent acquisition and retention

If we are unable to attract, train and retain skilled employees to satisfy client demand, including highly skilled technical personnel and personnel with experience in key AI and digital areas, as well as senior management to lead our business globally, our business and results of operations may be materially adversely affected.

Human capital and workforce · Key personnel dependence and succession

The loss of senior executives, or the failure to attract, integrate and retain new senior executives as the needs of our business require, could have a material adverse effect on our business and results of operations.

Supply chain and procurement · Supplier operation and dependance

Our relationships with our third-party alliance partners, who supply us with technology, including platforms and software, are also critical to our ability to provide many of our services and solutions...such alliance partners may in the future decide to compete with us, form exclusive or more favorable arrangements with our competitors or otherwise reduce our access to their technology.

Tax and financial reporting · Tax compliance and changes in tax law

Tax laws and regulations affecting us and our clients, including applicable tax rates, and the interpretation and enforcement of such laws and regulations are subject to change as a result of macroeconomic, geopolitical and other factors, and any such changes or changes in tax accounting principles could increase our effective worldwide income tax rate.

Legal and litigation · Litigation and legal proceedings

Our business is subject to the risk of litigation involving current and former employees, clients, our clients' customers, alliance partners, subcontractors, suppliers, competitors, shareholders, government agencies or others through private actions, class actions, whistleblower claims, administrative proceedings, regulatory actions or other litigation.

Cybersecurity and data protection · Insider threats and access controls

Like other global companies, we and our clients, suppliers, alliance partners...face threats to data and systems, including by nation state threat actors, insider threats (including inappropriate access), perpetrators of random or targeted malicious cyberattacks.

Digital transformation and innovation · Artificial intelligence and automation

We expect the proliferation of AI will have a significant impact on our industry, and we believe our ability to compete in this space will be critical to our financial performance. We increasingly use AI-based technologies, including GenAI, in our client offerings and our own internal operations...If we fail to develop and implement AI solutions that meet our internal and client needs...our financial performance, competitive position, business and reputation may be adversely impacted.

Economic and market conditions · Inflation and deflation pressures

As a developing country, India has experienced and may continue to experience high inflation and wage growth, fluctuations in gross domestic product growth and volatility in currency exchange rates, any of which could materially adversely affect our cost of operations.

Economic and market conditions · Economic recession and downturns

Volatile, negative or uncertain economic and geopolitical conditions, including as a result of recession or slowing economic growth, inflation, higher interest rates, tightening of credit markets and changes in trade policy...have in the past and could in the future cause our clients to reduce, postpone or cancel spending on new or existing projects with us, negatively affecting our business.

Geopolitical and trade · Regulatory and policy uncertainty

we benefit from governmental policies in countries that encourage foreign investment and promote the ease of doing business, such as tax incentives, and any change in policy or circumstances that results in the elimination of such benefits or degradation of the rule of law, or imposition of new adverse restrictions or costs on our operations could have a material adverse effect on our business.

Reputation and brand · Corporate social responsibility

Shifting stakeholder expectations and evolving regulatory and disclosure standards around sustainability and societal matters could impact our business...If we fail to comply with new laws, regulations, treaties, or reporting requirements, our reputation and business could be adversely impacted.

Corporate governance · Internal controls and risk management

We commit significant financial and managerial resources to comply with our internal control over financial reporting requirements, but we have in the past identified and may in the future identify material weaknesses or significant deficiencies in our internal control over financial reporting.

Corporate governance · Ethics and compliance culture

Our employees, subcontractors, vendors, agents, alliance partners, the companies we acquire and their employees, vendors and agents, and other third parties with which we associate, have in the past and could in the future take actions that violate policies or procedures designed to promote legal and regulatory compliance or applicable anticorruption laws or regulations.