ExlService (NASDAQ: EXLS) president logs RSU conversion and tax withholding share disposal

Rhea-AI Filing Summary

ExlService Holdings, Inc. President Vikas Bhalla reported equity award activity involving restricted stock units and common stock. On February 27, 2026, he exercised 9,579 restricted stock units, which converted into 9,579 shares of common stock at a stated price of $0.0000 per share.

In a related tax-withholding transaction coded "F," 3,736 common shares were disposed of at $30.9900 per share to satisfy tax obligations associated with the vesting. After these transactions, Bhalla directly held 165,295 common shares and 19,158 restricted stock units. The footnotes explain that the restricted stock units convert into common stock on a one-for-one basis and were granted in 2024 with four equal annual vesting installments through 2028.

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

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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^*

Bhalla Vikas

(Last) (First) (Middle)

320 PARK AVENUE, 29TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026

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

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

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

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
Common Stock, par value $0.001 per share	02/27/2026		M(1)		9,579	A	$0	169,031	D
Common Stock, par value $0.001 per share	02/27/2026		F		3,736	D	$30.99(2)	165,295	D

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)	02/27/2026		M(1)			9,579	(3)	(3)	Common Stock, par value $0.001 per share	9,579	$0	19,158	D

Explanation of Responses:

1. Restricted stock units of ExlService Holdings, Inc. (the "Company") convert into common stock, par value $0.001 per share (the "Common Stock") on a one-for-one basis.

2. Pursuant to the ExlService Holdings, Inc. 2018 Omnibus Incentive Plan, pursuant to which such restricted stock units were granted, the closing price of the Common Stock on the Nasdaq Global Select Market on the preceding day is used for purposes of computing tax reporting and withholding.

3. On February 27, 2024, the reporting person was granted 38,316 restricted stock units, vesting in four equal annual installments beginning on the first anniversary of the grant date. 25 percent of the restricted stock units became vested on February 27, 2025, an additional 25 percent of the restricted stock units became vested on February 27, 2026, an additional 25 percent of the restricted stock units will vest on February 27, 2027, and the remaining balance of 25 percent of the restricted stock units will vest on February 27, 2028.

Remarks:

Mr. Ayyappan is the Company's General Counsel.

	/s/ Ajay Ayyappan, Attorney-in-Fact	03/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did ExlService (EXLS) President Vikas Bhalla report?

Vikas Bhalla reported the exercise of 9,579 restricted stock units into 9,579 ExlService common shares, plus a related tax-withholding disposition of 3,736 common shares. These actions reflect routine equity award vesting and associated tax settlement under the company’s 2018 Omnibus Incentive Plan.

How many ExlService (EXLS) shares did Vikas Bhalla acquire and dispose of?

He acquired 9,579 ExlService common shares through conversion of restricted stock units and disposed of 3,736 common shares in a transaction coded for tax withholding. The net result increased his directly held common share balance compared with before the vesting-related transactions.

What is Vikas Bhalla’s ExlService (EXLS) share and RSU holding after this Form 4?

Following the reported transactions, Vikas Bhalla directly holds 165,295 shares of ExlService common stock and 19,158 restricted stock units. The remaining RSUs continue to vest in equal annual installments as specified in the original 2024 grant agreement’s four-year vesting schedule.

At what price were ExlService (EXLS) shares used for tax withholding on the RSU vesting?

The tax-withholding disposition was reported at a share price of $30.9900, applied to 3,736 common shares. Footnotes state that the closing price on the preceding day is used for computing tax reporting and withholding under the 2018 Omnibus Incentive Plan.

How do ExlService (EXLS) restricted stock units convert into common stock for Vikas Bhalla?

The restricted stock units convert into ExlService common stock on a one-for-one basis. Bhalla’s February 27, 2026 transaction shows 9,579 RSUs converting into 9,579 common shares, consistent with the footnote explaining the direct one-for-one RSU-to-common-stock conversion ratio.

What is the vesting schedule of Vikas Bhalla’s 2024 ExlService (EXLS) RSU grant?

Bhalla was granted 38,316 restricted stock units on February 27, 2024, vesting in four equal annual installments. Twenty-five percent vested in 2025, another 25% in 2026, with the remaining 25% portions scheduled to vest on February 27, 2027 and February 27, 2028.