Infosys (NYSE: INFY) updates on stock incentives for key managers

Rhea-AI Filing Summary

Infosys Limited filed a Form 6-K to update investors on stock incentives acquired by its key managerial personnel under the company’s existing stock option plans. The filing explains that, under Indian insider trading regulations, promoters, designated persons and directors must report qualifying securities transactions to the company, which in turn must notify the National Stock Exchange and Bombay Stock Exchange within two trading days of receiving the disclosure or becoming aware of it. Infosys states that it has provided these details to the Indian stock exchanges and is now submitting related information to U.S. investors in line with SEC requirements.

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934

For the month of August 2025

Commission File Number 001-35754

Infosys Limited

(Exact name of Registrant as specified in its charter)

Not Applicable.

(Translation of Registrant's name into English)

Electronics City, Hosur Road, Bengaluru - 560 100, Karnataka, India. +91-80-2852-0261

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F:

Form 20-F þ Form 40-F o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o

TABLE OF CONTENTS

STOCK INCENTIVES TO KEY MANAGERIAL PERSONNELS

INDEX TO EXHIBITS

STOCK INCENTIVES TO KEY MANAGERIAL PERSONNELS

Infosys Limited (“Infosys” or the “Company”) hereby furnishes to the United States Securities and Exchange Commission this Report on Form 6-K regarding the stock incentives acquired by Key Managerial Personnels (KMPs) of the Company pursuant to the stock option plans of the Company.

Pursuant to Regulation 7(2) Securities Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015, every promoter, designated person and director of the Company shall disclose to the Company the number of such securities acquired or disposed of within 2 trading days of such transaction if the value of transaction(s) over any calendar quarter aggregates to excess of INR 10 lakhs and every Company shall notify the particulars of such transaction[s] to the National Stock Exchange and Bombay Stock Exchange (“Stock Exchanges”) within 2 trading days of receipt of such disclosure or being aware of such information.

In compliance with the foregoing, the Company has disclosed the details of Securities acquired by the KMPs to the Stock Exchanges. Further, pursuant to SEC regulations, we hereby submit the following information pertaining to the securities acquired by KMPs of the Company as below:

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	Infosys Limited
Date: August 12, 2025	Inderpreet Sawhney Chief Legal Officer & Chief Compliance Officer

FAQ

What does Infosys (INFY) report in this Form 6-K?

Infosys Limited reports that key managerial personnel have acquired securities under the company’s stock option plans and that related details have been disclosed to Indian stock exchanges in line with regulatory requirements.

Which regulations govern the Infosys (INFY) stock incentive disclosures?

The disclosures are made pursuant to Regulation 7(2) of the Securities Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015, which set reporting obligations for promoters, designated persons and directors.

Who at Infosys must report securities transactions under these rules?

Every promoter, designated person and director of Infosys must disclose qualifying securities acquisitions or disposals to the company, which then notifies the National Stock Exchange and Bombay Stock Exchange.

How quickly must Infosys (INFY) report KMP securities transactions to the stock exchanges?

The company must notify the Indian stock exchanges within two trading days of receiving the disclosure from the relevant person or becoming aware of the transaction.

Why is Infosys submitting this information to the SEC?

Infosys is furnishing the information to comply with SEC requirements for foreign private issuers, ensuring U.S. investors are informed about stock incentives acquired by key managerial personnel.

Do the Infosys (INFY) stock incentives arise from existing plans?

Yes, the filing states that the securities were acquired by key managerial personnel pursuant to Infosys’ stock option plans.