ExlService (EXLS) awards 7,871 restricted stock units to director Geraghty

Rhea-AI Filing Summary

Geraghty Patrick reported acquisition or exercise transactions in this Form 4 filing.

ExlService Holdings, Inc. reported that director Patrick Geraghty received a grant of 7,871 restricted stock units. Each unit represents the right to receive one share of common stock upon settlement. Following this award, Geraghty holds 11,631 restricted stock units directly.

The units vest on the earlier of the first anniversary of the grant date, the end of his Board term if not re-elected, or a defined Change in Control under the company’s 2025 Omnibus Incentive Plan. Settlement occurs upon death, a qualifying 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 Geraghty Patrick

Role Director

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

Holdings After Transaction: Restricted Stock Units — 11,631 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 holdings after grant: 11,631 units RSU-to-share ratio: 1 unit : 1 share +1 more

4 metrics

RSUs granted 7,871 units Restricted Stock Units granted on 2026-06-16

RSU holdings after grant 11,631 units Total restricted stock units held directly after transaction

RSU-to-share ratio 1 unit : 1 share Each RSU represents right to one share of common stock upon settlement

Transaction code Code A Grant, award, or other acquisition of derivative security

Key Terms

Restricted Stock Units, Change in Control, Change of Control, 2025 Omnibus Incentive Plan, +1 more

5 terms

Restricted Stock Units financial

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

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 financial

"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 financial

"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.

separation from service financial

"or, if later, the date of the reporting person's separation from service."

FAQ

What insider transaction did ExlService (EXLS) disclose for Patrick Geraghty?

ExlService disclosed that director Patrick Geraghty received 7,871 restricted stock units. Each unit represents a right to one share of common stock, granted as equity compensation under the company’s 2025 Omnibus Incentive Plan, with specific vesting and settlement conditions.

How many ExlService (EXLS) restricted stock units does Patrick Geraghty now hold?

After the grant, Patrick Geraghty holds 11,631 restricted stock units. These units are a form of equity compensation that may convert into common shares when they settle, subject to vesting, service on the Board, and specified change-in-control or separation conditions.

When do Patrick Geraghty’s new ExlService (EXLS) RSUs vest?

The restricted stock units vest on the earlier of the first anniversary of the grant date, the end of his Board term if not re-elected, or a Change in Control as defined in the 2025 Omnibus Incentive Plan, aligning vesting with tenure and control events.

Under what conditions are Patrick Geraghty’s ExlService (EXLS) RSUs settled?

The RSUs settle on the earlier of his death, a qualifying Change of Control under the plan, or generally 180 days after he stops serving on the Board for reasons other than death, or if later, his separation from service with the company.

Do Patrick Geraghty’s ExlService (EXLS) RSUs convert into common stock?

Each restricted stock unit represents a contingent right to receive one share of ExlService common stock upon settlement. Actual share delivery depends on meeting vesting conditions and specified events such as continued Board service, death, separation, or a qualifying change-in-control.

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 - 04:17 PM Accepted by SEC EDGAR 06/18/2026 - 04:16 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^*

Geraghty Patrick

(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	11,631	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)