ExlService (EXLS) awards director 7,871 RSUs with service-based vesting

Rhea-AI Filing Summary

Bartlett Thomas A reported acquisition or exercise transactions in this Form 4 filing.

ExlService Holdings director Thomas A. Bartlett received a grant of 7,871 restricted stock units (RSUs) on the company’s common stock. Each RSU represents the right to receive one share upon settlement, giving him 21,885 shares underlying RSUs after this award.

The RSUs vest on the earlier of the first anniversary of the grant date, the end of his current Board term if he is not re-elected, or a defined Change in Control under the company’s 2025 Omnibus Incentive Plan. They settle upon the earlier of his death, a Change of Control, or generally within 180 days after he ceases serving on the Board.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Bartlett Thomas A

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Units	7,871	$0.00	$0.00

Holdings After Transaction: Restricted Stock Units — 21,885 shares (Direct)

Footnotes (2)

1. F1. Each restricted stock unit represents a contingent right to receive one share of the Company's common stock upon settlement.
2. F2. The restricted stock units vest upon the earlier of (i) the first anniversary of the date of grant, (ii) the date on which the reporting person's term as a member of the Board of Directors of ExlService Holdings, Inc. (the "Board") expires if the reporting person is not subsequently elected to a new term on the Board, and (iii) the occurrence of a "Change in Control", as defined in the ExlService Holdings, Inc. 2025 Omnibus Incentive Plan (the "Plan"), and such awards settle upon the earlier of (i) the reporting person's death, (ii) the occurrence of a "Change of Control", as defined in the Plan and (iii) the date that is 180 days following the date on which the reporting person ceases to serve as a member of the Board for any reason other than due to such reporting person's death or, if later, the date of the reporting person's separation from service.

Key Figures

RSUs granted: 7,871 units RSU-based holdings after grant: 21,885 shares Grant price per RSU: $0.00 per unit +2 more

5 metrics

RSUs granted 7,871 units Restricted stock units granted to Thomas A. Bartlett on 2026-06-16

RSU-based holdings after grant 21,885 shares Total shares underlying RSUs following the reported transaction

Grant price per RSU $0.00 per unit Compensation-related award, not a market purchase

Vesting trigger 1-year anniversary or earlier events Earlier of first anniversary, non-reelection, or Change in Control

Settlement timing Up to 180 days post-board service end Earlier of death, Change of Control, or 180 days after board service ends

Key Terms

Restricted Stock Units, Change in Control, Change of Control, 2025 Omnibus Incentive Plan

4 terms

Restricted Stock Units financial

"Each restricted stock unit represents a contingent right to receive one share of the Company's common stock"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Change in Control regulatory

"the occurrence of a "Change in Control", as defined in the ExlService Holdings, Inc. 2025 Omnibus Incentive Plan"

A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.

Change of Control regulatory

"the occurrence of a "Change of Control", as defined in the Plan"

A change of control occurs when the ownership or management of a company shifts significantly, such as through a sale, merger, or acquisition, resulting in new leadership or ownership structure. This change can impact the company's direction and decision-making, which is important for investors because it may affect the company's stability, strategy, and future prospects.

2025 Omnibus Incentive Plan financial

"as defined in the ExlService Holdings, Inc. 2025 Omnibus Incentive Plan (the "Plan")"

An omnibus incentive plan is a company-wide program that authorizes awards of pay tied to performance and retention—such as stock options, restricted shares, cash bonuses and other rewards—here labeled for the year it was adopted (2025). Investors care because it affects how much ownership can be issued, dilutes existing shareholders, and aligns executives’ and employees’ incentives with company goals, similar to giving team members a stake in the outcome.

FAQ

What did ExlService (EXLS) director Thomas Bartlett report in this Form 4?

Thomas A. Bartlett reported receiving 7,871 restricted stock units as equity compensation. These RSUs are tied to ExlService common stock and increase his total RSU-based holdings to 21,885 shares following the grant, according to the Form 4 filing details.

How many ExlService (EXLS) RSUs did Thomas Bartlett receive and what do they represent?

He received 7,871 restricted stock units, each representing a contingent right to one share of ExlService common stock. The units convert into shares only upon settlement, subject to the vesting and settlement conditions described in the company’s 2025 Omnibus Incentive Plan.

When do Thomas Bartlett’s ExlService (EXLS) RSUs vest according to the filing?

The RSUs vest on the earlier of the first anniversary of the grant, the end of his Board term if not re-elected, or a defined Change in Control. These conditions link vesting to both time in service and potential corporate control events.

What are the settlement conditions for Thomas Bartlett’s ExlService (EXLS) RSUs?

The RSUs settle into common shares on the earlier of his death, a defined Change of Control, or generally 180 days after he ceases to serve on the Board. Settlement timing is therefore tied to both life events and changes in service status.

Did Thomas Bartlett buy or sell ExlService (EXLS) shares on the market?

No open-market buy or sell is reported. The Form 4 shows a compensation-related grant of 7,871 restricted stock units at a reported price of $0.00 per unit, rather than a purchase or sale on a securities exchange.

How many ExlService (EXLS) RSU-based shares does Thomas Bartlett hold after this grant?

Following the grant, he holds RSUs covering 21,885 shares of ExlService common stock. This figure reflects his direct derivative holdings reported after the transaction in the Form 4, all tied to future vesting and settlement conditions.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/18/2026 - 04:18 PM Accepted by SEC EDGAR 06/18/2026 - 04:17 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Bartlett Thomas A

(Last) (First) (Middle)

C/O EXLSERVICE HOLDINGS, INC

320 PARK AVENUE, 29TH FLOOR

(Street)

NEW YORK NEW YORK 10022

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
ExlService Holdings, Inc. [ EXLS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/16/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	06/16/2026		A		7,871		(2)	(2)	Common Stock, par value $0.001 per share	7,871	$0	21,885	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of the Company's common stock upon settlement.

2. The restricted stock units vest upon the earlier of (i) the first anniversary of the date of grant, (ii) the date on which the reporting person's term as a member of the Board of Directors of ExlService Holdings, Inc. (the "Board") expires if the reporting person is not subsequently elected to a new term on the Board, and (iii) the occurrence of a "Change in Control", as defined in the ExlService Holdings, Inc. 2025 Omnibus Incentive Plan (the "Plan"), and such awards settle upon the earlier of (i) the reporting person's death, (ii) the occurrence of a "Change of Control", as defined in the Plan and (iii) the date that is 180 days following the date on which the reporting person ceases to serve as a member of the Board for any reason other than due to such reporting person's death or, if later, the date of the reporting person's separation from service.

Remarks:

Mr. Ayyappan is the Company's General Counsel.

	/s/ Ajay Ayyappan, Attorney-in-Fact	06/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)