EXLS Board Member Kristy Pipes Grows Stake with 4,981 New Restricted Stock Units

Rhea-AI Filing Summary

ExlService Holdings (EXLS) Director Kristy Pipes received a grant of 4,981 Restricted Stock Units (RSUs) on June 17, 2025. The RSUs represent the right to receive an equivalent number of common stock shares upon settlement.

The RSUs vest under the following conditions:

• First anniversary of grant date
• Expiration of director's Board term if not re-elected
• Upon a Change in Control event

Settlement occurs at the earliest of: death, Change in Control, or January 1st following Board service termination. Following this transaction, Pipes beneficially owns 35,491 derivative securities in direct ownership form. This grant was made under the company's 2025 Omnibus Incentive Plan and represents standard director compensation.

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
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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^*

Pipes Kristy

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
06/17/2025

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

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)	06/17/2025		A		4,981		(2)	(2)	Common Stock, par value $0.001 per share	4,981	$0	35,491	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) January 1st of the year 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	06/20/2025
	** 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.

FAQ

How many restricted stock units (RSUs) did EXLS director Kristy Pipes receive on June 17, 2025?

According to the Form 4 filing, EXLS director Kristy Pipes received 4,981 restricted stock units (RSUs) on June 17, 2025. Following this transaction, she beneficially owned a total of 35,491 RSUs.

What are the vesting conditions for EXLS's restricted stock units granted to Kristy Pipes?

The RSUs vest upon the earliest of: (1) the first anniversary of the grant date, (2) the expiration of the director's Board term if not re-elected, or (3) a Change in Control as defined in the 2025 Omnibus Incentive Plan. Settlement occurs upon the earliest of: death, Change of Control, or January 1st following cessation of Board service.

What is the conversion rate of EXLS restricted stock units to common stock?

Each restricted stock unit represents a contingent right to receive one share of EXLS's common stock (par value $0.001 per share) upon settlement.

What was the purchase price of the EXLS restricted stock units granted to Kristy Pipes?

The Form 4 filing shows that the restricted stock units were granted at a price of $0, indicating they were awarded as part of director compensation and not purchased.

What position does Kristy Pipes hold at EXLS?

According to the Form 4 filing, Kristy Pipes serves as a Director on the Board of Directors of ExlService Holdings, Inc. (EXLS).