EXLS (NASDAQ: EXLS) President Vikas Bhalla settles RSUs and withholds shares for taxes

Rhea-AI Filing Summary

ExlService Holdings, Inc. President Vikas Bhalla reported an equity transaction involving vested restricted stock units and related share withholding for taxes. On January 21, 2026, 6,960 restricted stock units were settled, resulting in the issuance of 6,795 shares of common stock at a stated price of $41.64 per share. The footnotes explain that these units had vested as of March 31, 2024, but were not settled until 2026, and that the number of shares delivered was reduced under applicable U.S. tax rules.

On the same date, 2,465 shares of common stock were reported with transaction code "F", indicating shares withheld to cover taxes at a price of $41.64 per share. After these transactions, Bhalla directly owned 127,575 shares of ExlService common stock.

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)
01/21/2026

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	01/21/2026		M		6,795(1)	A	$41.64	130,040	D
Common Stock, par value $0.001 per share	01/21/2026		F		2,465	D	$41.64	127,575	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	(2)	01/21/2026		M			6,960	(3)	(3)	Common Stock, par value $0.001 per share	6,960	$0	0	D

Explanation of Responses:

1. Represents the shares of common stock of ExlService Holdings, Inc. (the "Company") issued in respect of the reporting person's restricted stock units that vested as of March 31, 2024, but which were settled as of January 21, 2026. Due to administrative delay in settlement, the number of shares of common stock issued to the reporting person was reduced based on applicable U.S. tax rules and regulations.

2. Represents restricted stock units received under a share matching plan in connection with the officer's purchase of common stock, par value $0.001 per share of ExlService Holdings, Inc. (the "Company").

3. On March 31, 2022, the reporting person was granted 20,885 restricted stock units, after adjustment for the 5-for-1 forward stock split, effective August 1, 2023, vesting in two installment installments beginning on the second anniversary of the grant date. 33% of the restricted stock units became vested on March 31, 2024, and the remaining balance of 67% of the restricted stock units became vested on March 31, 2025. This transaction represents the settlement, as of January 21, 2026, of the shares that vested in 2024.

Remarks:

Mr. Ayyappan is the Company's General Counsel.

	/s/ Ajay Ayyappan, Attorney-in-Fact	01/23/2026
	** 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).
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FAQ

What insider transaction did EXLS President Vikas Bhalla report on January 21, 2026?

On January 21, 2026, Vikas Bhalla, President of ExlService Holdings, Inc. (EXLS), reported the settlement of 6,960 restricted stock units into 6,795 shares of common stock and a related tax withholding transaction involving 2,465 shares.

How many EXLS shares does Vikas Bhalla own after this Form 4 transaction?

Following the reported transactions, Vikas Bhalla directly beneficially owned 127,575 shares of ExlService Holdings, Inc. common stock.

What do the restricted stock units in this EXLS Form 4 relate to?

The 6,960 restricted stock units settled on January 21, 2026 relate to an award granted on March 31, 2022, which vested in installments: 33% on March 31, 2024 and the remaining 67% on March 31, 2025. The reported transaction covers settlement of the portion that vested in 2024.

Why were fewer EXLS shares issued than the number of restricted stock units settled?

The filing explains that although 6,960 restricted stock units were settled, only 6,795 shares of common stock were issued because the share amount was reduced under applicable U.S. tax rules and regulations due to an administrative delay in settlement.

What does transaction code "F" mean in the EXLS Form 4 filing?

In this Form 4, transaction code "F" applies to 2,465 shares of ExlService common stock at $41.64 per share. Code "F" indicates shares were disposed of to satisfy tax withholding obligations in connection with the equity award settlement.

What equity award plan is referenced in the EXLS Form 4 footnotes?

The footnotes state that certain restricted stock units were received under a share matching plan tied to the officer's purchase of ExlService Holdings, Inc. common stock.