Genpact (NYSE: G) SVP covers tax bill with vested share withholding

Rhea-AI Filing Summary

Genpact Limited Senior Vice President Sameer Dewan reported a tax-related share disposition tied to equity compensation. On this Form 4, 3,542 common shares were withheld at a value of $38.92 per share to cover taxes upon vesting of performance share units granted on March 15, 2023.

After this withholding, Dewan directly holds 57,665 common shares. This transaction reflects routine tax withholding on vested performance-based awards under the Genpact Limited 2017 Omnibus Incentive Compensation Plan rather than an open-market purchase or sale decision.

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^*

Dewan Sameer

(Last) (First) (Middle)

C/O GENPACT LLC

521 FIFTH AVENUE, 14TH FLOOR

(Street)

NEW YORK NY 10175

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Genpact LTD [ G ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/10/2026

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 Shares	03/10/2026		F		3,542(1)	D	$38.92	57,665	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

Explanation of Responses:

1. Represents shares withheld for payment of taxes upon the vesting of performance share units granted on March 15, 2023 under the Genpact Limited 2017 Omnibus Incentive Compensation Plan.

Remarks:

	/s/ Thomas D. Scholtes, as Attorney-in-fact for Sameer Dewan	03/12/2026
	** 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 Genpact (G) Senior Vice President Sameer Dewan report?

Sameer Dewan reported a tax-withholding disposition of 3,542 Genpact common shares. These shares were withheld to pay taxes when performance share units vested, rather than sold on the open market, reflecting a routine equity-compensation-related event instead of a discretionary trade.

Was Sameer Dewan’s Genpact Form 4 transaction an open-market sale of shares?

No, the Form 4 shows a tax-withholding disposition, not an open-market sale. Genpact common shares were withheld to satisfy tax obligations when performance share units vested, which is a standard mechanism for handling taxes on equity compensation awards.

How many Genpact shares were withheld for taxes in Sameer Dewan’s Form 4 filing?

The filing reports 3,542 common shares withheld at a value of $38.92 per share. This withholding occurred when performance share units granted on March 15, 2023, vested under Genpact’s 2017 Omnibus Incentive Compensation Plan to cover associated tax liabilities.

How many Genpact common shares does Sameer Dewan hold after this reported transaction?

After the reported tax-withholding disposition, Sameer Dewan directly holds 57,665 Genpact common shares. This post-transaction balance reflects his remaining equity position following the automatic share withholding to pay taxes on vested performance share units.

What equity plan is referenced in Sameer Dewan’s Genpact Form 4 tax-withholding transaction?

The tax-withholding disposition relates to awards under the Genpact Limited 2017 Omnibus Incentive Compensation Plan. Shares were withheld to cover taxes when performance share units granted on March 15, 2023, vested according to the terms of this company equity compensation program.