Conduent Announces Agreement to Sell Its Public Transit Business to Modaxo for $164 Million (Form 8-K)

Conduent Announces Agreement to Sell Its Public Transit Business
to Modaxo for $164 Million

Transaction Expected to Close Before the End of 2026

Conduent Continues to Fortify Its Balance Sheet

Conduent Retains Ownership of Tolling Business Segment

FLORHAM PARK, N.J., May 21, 2026 - Conduent Incorporated (Nasdaq: CNDT), a global technology-driven business solutions and services provider, today announced that it has entered into a definitive agreement to sell its Public Transit business, an operating unit of Conduent Transportation, to Modaxo, a global technology organization focused on moving the world's people. The Public Transit business consists of Transit Fare Management and Fleet Management Solutions businesses.

The sale has a purchase price of $164 million. The companies expect the transaction to close before the end of 2026, subject to customary conditions and regulatory approvals.

"This transaction advances our strategy to simplify the portfolio, sharpen focus on our core businesses, and strengthen our financial foundation. Consistent with the disciplined execution outlined in Q1, it further positions Conduent to deliver sustainable, long-term value for our shareholders, clients, and employees," said Harsha V. Agadi, Conduent President and Chief Executive Officer. "Modaxo's technology focus makes it a strong strategic fit for the Public Transit business and those it serves. We remain committed to delivering outstanding quality and performance for our Transportation clients as we prepare for closing and ensure a seamless transition for clients and employees."

With global operations, the Public Transit business offers fare collection systems, fleet management systems, payment and revenue management platforms, and other hardware-enabled mobility systems.

Conduent Transportation's remaining Tolling business provides mission-critical technology that enables all-electronic tolling, roadside, and back-office processing, image review, violation enforcement and analytics. It supports more than 14 million tolling transactions per day.

Additional details of the transaction are outlined in Conduent's 8-K filed with the U.S. Securities and Exchange Commission (SEC) today.

About Conduent Conduent delivers digital business solutions and services spanning the commercial, government and transportation spectrum - creating valuable outcomes for its clients and the millions of people who count on them. The Company leverages cloud computing, artificial intelligence, machine learning, automation and advanced analytics to deliver mission-critical solutions. Through a dedicated global team of approximately 48,000 associates, process expertise and advanced technologies, Conduent's solutions and services digitally transform its clients' operations to enhance customer experiences, improve performance, increase efficiencies and reduce costs. Conduent adds momentum to its clients' missions in many ways including disbursing approximately $80 billion in government payments annually, enabling approximately 2.0 billion customer service interactions annually, empowering millions of employees through HR services every year and processing over 14 million tolling transactions every day. Learn more at www.conduent.com.

About Modaxo

Modaxo is a global technology organization passionate about moving the world's people. Working both together and independently, our collective of businesses is committed to delivering software and technology solutions that help connect people with the places they need to go for work, family, and everyday life. Learn more at Modaxo.com.

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Media Contacts:

Remy Kaul, Conduent, [email protected]

Neil Franz, Conduent, [email protected], +1-240-687-0127

Investor Relations Contact:

Conduent, [email protected]

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