Infosys notifies SEBI and exchanges of buyback price and share cap

Rhea-AI Filing Summary

Infosys Limited furnished a Form 6-K noting it has notified the stock exchanges and SEBI that it published a public announcement for a share buyback of ₹5 face-value equity shares via the tender offer route on a proportionate basis. The announcement informs eligible shareholders of the buyback price per share and the maximum number of shares sought.

Infosys also submitted copies of the Board resolutions passed on September 11, 2025 and shareholder special resolutions passed by postal ballot. These materials are included as Exhibits 99.1, 99.2, and 99.3.

Form 6-K: How Foreign Companies Report to the SEC →

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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

under the Securities Exchange Act of 1934

For the month of November 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 office)

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 ☒ Form 40-F ☐

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): ☐

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): ☐

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TABLE OF CONTENTS

EXPLANATORY NOTE

SIGNATURES

INDEX TO EXHIBITS

EXHIBIT 99.1

EXHIBIT 99.2

EXHIBIT 99.3

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EXPLANATORY NOTE

Infosys Limited, a company organized under the laws of the Republic of India (“Infosys” or the “Company”), hereby furnishes with the United States Securities and Exchange Commission this Report on Form 6-K. The following information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Public Announcement

On November 10, 2025, the Company notified the stock exchanges on which its securities trade (the “Stock Exchanges”) and the Securities and Exchange Board of India (“SEBI”) that the Company published an announcement informing the shareholders who are eligible to participate (the “Eligible Shareholders”) of the price per share to be paid in the buyback by the Company of equity shares of face value of ₹ 5/- (Rupees five only) each (“Equity Shares”) on a proportionate basis through the tender offer route (the “Buyback”) and the maximum number of shares sought in the Buyback, among other matters (the “Public Announcement”). The notices to the Stock Exchanges and SEBI, as well as the Public Announcement are attached hereto as Exhibit 99.1.

Resolutions

On November 10, 2025, the Company filed (i) a copy of the resolutions passed by the Board of Directors of the Company (the “Board”) at its meeting held on September 11, 2025 (the “September 11, 2025 Resolutions”) and (ii) a copy of the special resolutions passed by the shareholders through the Postal Ballot (the “Special Resolutions”) with the Stock Exchanges and SEBI. The September 11, 2025 Resolutions are attached hereto as Exhibit 99.2 and the Special Resolutions are attached hereto as Exhibit 99.3.

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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
				/s/ Inderpreet Sawhney
Date: November 10, 2025				Inderpreet Sawhney
				Chief Legal Officer and Chief Compliance Officer

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INDEX TO EXHIBITS

Exhibit No.		Description
99.1		Public Announcement
99.2		September 11, 2025 Resolutions
99.3		Special Resolutions

FAQ

What did Infosys (INFY) disclose in this Form 6-K?

Infosys reported a public announcement for a tender offer buyback, including the buyback price per share and the maximum number of equity shares sought.

How will the Infosys buyback be conducted?

Through the tender offer route on a proportionate basis for equity shares of face value ₹5 each.

Who was notified about the Infosys buyback announcement?

The stock exchanges where Infosys securities trade and SEBI were notified on November 10, 2025.

Which resolutions were included with the filing?

Board resolutions from September 11, 2025 and shareholder special resolutions passed via postal ballot.

What exhibits accompany the filing?

Exhibit 99.1 (Public Announcement), Exhibit 99.2 (September 11, 2025 Resolutions), and Exhibit 99.3 (Special Resolutions).

Who signed the submission for Infosys?

Inderpreet Sawhney, Chief Legal Officer and Chief Compliance Officer, signed on November 10, 2025.