Conduent Incorporated SEC filings document public-company reporting for a technology-driven business process services provider with Commercial Industries, Government Services and Transportation operations. The filings cover operating and financial results, material-event disclosures, material agreements, capital-structure matters, governance updates and risk-factor disclosure tied to its service delivery and client operations.
Conduent’s 8-K reports record board and executive changes, compensation-related matters, financial results and Regulation FD disclosures. Its proxy materials cover director elections, board committee structure, shareholder voting items, executive compensation, director compensation and equity award information.
Conduent Incorporated held its Annual Meeting of Shareholders on May 14, 2026. All director nominees were elected, each receiving around 94–96 million votes in favor, with substantially fewer votes against or abstaining.
Shareholders also ratified PricewaterhouseCoopers LLP as independent registered public accounting firm for 2026 with 126,920,182 votes for and limited opposition. In addition, shareholders approved, on an advisory basis, the 2025 compensation of the company’s Named Executive Officers, with 90,937,311 votes for and 8,334,262 against, indicating broad support for the executive pay program.
Conduent Incorporated reported first quarter 2026 results showing weaker revenue but much stronger profitability and cash flow. Revenue was $723 million, down 3.7% year-over-year, yet GAAP net loss narrowed to $33 million from $51 million as costs declined and mix improved.
Adjusted EBITDA rose to $49 million with a 6.8% margin, up from $37 million and 4.9%. Operating cash flow improved to $(8) million from $(58) million, and adjusted free cash flow improved to $(15) million from $(74) million. Government and Transportation segments grew, while Commercial revenue fell, including pressure from the largest client.
Conduent ended the quarter with $251 million of cash, a net adjusted leverage ratio of 2.8x, and $190 million of unused revolver capacity. For 2026, the company targets $2.8–$2.9 billion of revenue and $160–$190 million of adjusted EBITDA, and for 2027 it guides to flat-to-positive revenue, $190–$220 million of adjusted EBITDA, and positive cash generation, supported by more than $200 million of expected divestiture proceeds in 2026 and over $100 million of cost efficiencies over the next 18 months.
Conduent reported a narrower loss for the quarter ended March 31, 2026 as it continued its multi‑year efficiency program. Revenue was $723 million, down 4% from $751 million a year earlier, mainly from lost Commercial contracts and lower volumes, partly offset by new work in Government and Transportation.
Net loss improved to $33 million versus $51 million, with basic and diluted loss per share of $0.23. Cost of services and selling, general and administrative expenses declined, helped by cost optimization and the absence of $25 million in prior‑year cyber event costs. Adjusted EBITDA rose to $49 million from $37 million.
Commercial segment revenue fell 10%, while Government and Transportation grew, supported by new program ramps and price increases. Cash and cash equivalents were $228 million as of March 31, 2026, against $725 million of principal debt, including $520 million of senior notes due 2029 and $144 million drawn on the revolving credit facility. Operating cash outflow improved to $8 million from $58 million. The company highlighted a first Medicaid Suite implementation and automation wins, and reiterated ongoing litigation and January 2025 cyber event matters without new quantified impacts.
Conduent Incorporated reported a leadership change in its Public Sector Solutions business. On May 1, 2026, Executive Vice President Adam Appleby informed the company he will resign from his role, effective May 19, 2026, to pursue other professional endeavors.
The company states that Mr. Appleby’s resignation is not due to any disagreement regarding its financial reporting, operations, policies, practices, or any other matter. He will remain with Conduent through May 19, 2026 to help ensure a smooth transition.
CONDUENT Inc Schedule 13G: Miller Value Partners, LLC and control person William H. Miller IV report beneficial ownership of 10,023,930 shares of Common Stock, representing 6.463% of the class. The filing states these shares are owned by clients of Miller Value Partners, LLC and lists shared voting and dispositive power of 10,023,930 shares.
Dimensional Fund Advisors filed an Amendment No. 1 to a Schedule 13G/A reporting ownership in Conduent Inc. The filing lists 7,601,314 shares beneficially owned, representing 4.9% of the class as of 03/31/2026. It shows sole voting power of 7,402,318 shares and sole dispositive power of 7,601,314. The filing states the shares are owned by managed Funds and that Dimensional disclaims beneficial ownership. The amendment was signed on 04/09/2026.
Conduent Incorporated filed an amended and restated Proxy Statement to correct an inadvertent clerical error in the Principal Auditor Fees and Services table and pagination. The virtual 2026 Annual Meeting will be held May 14, 2026; shareholders vote on three proposals: election of five directors, ratification of PricewaterhouseCoopers LLP as auditor, and an advisory vote on 2025 executive compensation. The Board unanimously recommends FOR all proposals. The record date is March 23, 2026, and shares outstanding were 155,096,814 as of that date. The proxy explains virtual participation, voting methods, quorum and broker non-vote treatment, director nominees and governance, committee charters, compensation framework linking pay to Adjusted Revenue, Adjusted EBITDA Margin and Net ARR Activity, 2025 LTIP design, a CEO transition in January 2026 with a $880,000 base salary and a 1.7 million RSU long-term award, and recent share repurchases.
Conduent Inc executive Michael E. Krawitz, EVP, GC & Secretary, reported equity-based compensation grants of Common Stock on April 1, 2026. He received 413,533 restricted stock units (RSUs) at $1.33 per share that vest in equal portions on December 31, 2026, December 31, 2027, and December 31, 2028, with each RSU converting into one common share upon vesting. He was also granted 206,766 performance restricted stock units (PRSUs) at $1.33 per share, which require continued employment through December 31, 2028 and achievement of average closing stock price targets between $2.50 and $5.00 over any 120-day period within the measurement window from April 1, 2026 to December 31, 2028. Following these awards, his directly held common stock increased to 1,687,301 shares.
Conduent Inc. reported that EVP and Chief Financial Officer Giles Andrew Goodburn acquired common stock through equity awards. He received 375,939 restricted stock units granted on April 1, 2026 that vest in equal amounts on December 31, 2026, December 31, 2027 and December 31, 2028, with each unit converting into one share upon vesting. He was also granted 187,969 performance restricted stock units that vest on December 31, 2028 only if both service and share-price conditions are met, with payout levels tied to average closing stock prices between $2.50 and $5.00 per share. Following these awards, he directly holds 945,699 shares of Conduent common stock.
Conduent Inc.’s Principal Accounting Officer, George Joseph Abate, reported receiving equity awards in the form of restricted stock units and performance restricted stock units tied to the company’s common stock. These are compensation-related grants, not open‑market purchases.
The filing shows awards covering 56,390 and 28,195 shares at a reference price of $1.3300 per share, with total direct holdings increasing to 157,138 shares after the transactions. Time-based RSUs granted on April 1, 2026 vest in three equal installments on December 31, 2026, December 31, 2027 and December 31, 2028, each converting into one share when vested.
Performance RSUs vest only if Mr. Abate remains employed through December 31, 2028 and if the average closing stock price over any 120 consecutive days between April 1, 2026 and December 31, 2028 meets share price hurdles starting at $2.50 per share and scaling up to $5.00 or more.