Were the Infosys (INFY) insider transactions related to compensation awards?

Yes. The Form 4 shows exercises of units under the Infosys Expanded Stock Ownership Program 2019 ADR PSU, which are performance-based stock units. These awards were exercised, then partially monetized through an open-market sale of 6,845 ADRs.

Infosys (NYSE: INFY) legal chief sells 6,845 ADRs, retains 368K

Filing Impact

(Neutral)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Infosys Ltd Chief Legal Officer Inderpreet Sawhney reported a mix of option exercises and an open-market sale of American Depository Receipts. On May 14, 2026, Sawhney sold 6,845 ADRs at $11.765 per ADR.

Earlier, on February 15 and March 31, 2026, Sawhney exercised performance-based units under the Infosys Expanded Stock Ownership Program, acquiring a total of 11,590 ADRs at a conversion price of $0.10 per ADR through cashless exercises. Following these transactions, Sawhney directly holds 368,547 ADRs, indicating that the reported sale represents a small portion of the overall position.

Insider Trade Summary

Net Seller: 6,845 shares ($80,531)

Net Sell 5 txns

Insider Sawhney Inderpreet

Role Chief Legal Officer

Sold 6,845 shs ($81K)

Type	Security	Shares	Price	Value
Sale	American Depository Receipts	6,845	$11.765	$81K
Exercise	Infosys Expanded Stock Ownership Program - 2019 ADR PSU	4,880	$0.00	--
Exercise	American Depository Receipts	4,880	$0.10	$488.00
Exercise	Infosys Expanded Stock Ownership Program - 2019 ADR PSU	6,710	$0.00	--
Exercise	American Depository Receipts	6,710	$0.10	$671.00

Holdings After Transaction: American Depository Receipts — 368,547 shares (Direct, null); Infosys Expanded Stock Ownership Program - 2019 ADR PSU — 0 shares (Direct, null)

Footnotes (1)

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Key Figures

ADRs sold: 6,845 ADRs Sale price per ADR: $11.765 per ADR ADRs acquired via exercises: 11,590 ADRs +4 more

7 metrics

ADRs sold 6,845 ADRs Open-market sale on May 14, 2026

Sale price per ADR $11.765 per ADR Open-market sale on May 14, 2026

ADRs acquired via exercises 11,590 ADRs Derivative exercises on Feb 15 and Mar 31, 2026

Conversion price $0.10 per unit Infosys Expanded Stock Ownership Program 2019 ADR PSU

Holdings after transactions 368,547 ADRs Direct ownership following May 14, 2026 sale

Exercise transactions 2 exercises, 11,590 shares Derivative exercise/conversion events in 2026

Net buy/sell shares -6,845 shares Net effect of buy/sell activity in this filing

Key Terms

American Depository Receipts, derivative exercise/conversion, cashless exercise, Infosys Expanded Stock Ownership Program - 2019 ADR PSU

4 terms

American Depository Receipts financial

"reported a mix of option exercises and an open-market sale of American Depository Receipts"

American Depository Receipts (ADRs) are certificates issued by a U.S. bank that represent ownership of shares in a foreign company, allowing those shares to trade on U.S. exchanges in dollars. They matter to investors because they make it easier to buy, sell and receive dividends from foreign firms without dealing with foreign exchanges or currencies, while still carrying risks like exchange-rate swings and differing foreign regulations.

derivative exercise/conversion financial

"transaction_action is listed as derivative exercise/conversion for the PSU awards"

cashless exercise financial

"Disposed pursuant to cashless exercise of vested units"

A cashless exercise is a way for an option holder to convert stock options into actual shares without paying the purchase price in cash; instead they immediately give up a portion of the newly issued shares to cover the cost and any withholding taxes. Investors care because this process increases the number of shares available and can slightly dilute existing holdings, while also signaling how insiders or employees are realizing compensation without needing cash — similar to paying for a purchase by handing over part of what you just bought.

Infosys Expanded Stock Ownership Program - 2019 ADR PSU financial

"exercised performance-based units under the Infosys Expanded Stock Ownership Program - 2019 ADR PSU"

Form 4 Insider Transactions: What Each Field Means →

05/26/2026 - 04:05 PM

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^*

Sawhney Inderpreet

(Last)

(First)

(Middle)

ELECTRONICS CITY, HOSUR ROAD

(Street)

BENGALURU

KARNATAKA

560 100

(City)

(State)

(Zip)

INDIA

(Country)

2. Issuer Name and Ticker or Trading Symbol
Infosys Ltd [ INFY ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Legal Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
02/15/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
American Depository Receipts	02/15/2026		M		6,710	A	$0.1	370,512	D
American Depository Receipts	03/31/2026		M		4,880	A	$0.1	375,392	D
American Depository Receipts	05/14/2026		S		6,845⁽¹⁾	D	$11.765	368,547	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Infosys Expanded Stock Ownership Program - 2019 ADR PSU	$0.1	02/15/2026		M			6,710	02/15/2026	05/16/2026	American Depository Receipts	6,710	$0	0	D
Infosys Expanded Stock Ownership Program - 2019 ADR PSU	$0.1	03/31/2026		M			4,880	03/31/2026	06/29/2026	American Depository Receipts	4,880	$0	0	D

Explanation of Responses:

1. Disposed pursuant to cashless exercise of vested units.

	/s/ Manikantha A.G.S., Attorney-in-fact	05/26/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did INFY Chief Legal Officer Inderpreet Sawhney report?

Inderpreet Sawhney reported exercising performance-based units to acquire 11,590 American Depository Receipts and later selling 6,845 ADRs in an open-market transaction. These moves combined derivative exercises with a relatively small share sale.

How many Infosys (INFY) ADRs did the insider sell and at what price?

Sawhney sold 6,845 Infosys American Depository Receipts at a price of $11.765 per ADR. The transaction was reported as an open-market sale, reflecting a partial reduction of the overall direct ADR holdings.

What options or units did the INFY insider exercise in this Form 4?

Sawhney exercised Infosys Expanded Stock Ownership Program 2019 ADR PSU awards, converting 6,710 units on February 15, 2026, and 4,880 units on March 31, 2026. Each converted into an ADR at a $0.10 conversion price via cashless exercise.

How many Infosys (INFY) ADRs does the insider hold after these transactions?

After completing the reported exercises and the sale, Sawhney directly holds 368,547 Infosys American Depository Receipts. This remaining balance shows that the 6,845 ADRs sold represent a relatively small share of the total direct holdings.