Genpact LTD 8-K

What Happened

• Genpact Limited held its 2026 annual general meeting on April 23, 2026 at 521 Fifth Avenue, New York. Shareholders elected all 11 director nominees, approved the non‑binding advisory vote on named executive officer compensation, and approved the appointment of KPMG Assurance and Consulting Services LLP as the company’s independent registered public accounting firm for fiscal 2026. The results were reported in an 8‑K filed April 29, 2026 (signed by Sydney Schaub, SVP & Chief Legal Officer).

Key Details

• Meeting date & location: April 23, 2026 — 521 Fifth Avenue, 14th Floor, New York, NY.
• Directors elected (votes “For”): Balkrishan Kalra 135,442,084; James Madden 128,675,764; Laura Conigliaro 131,407,566; Nicholas Gangestad 135,761,342; John Hinshaw 135,717,053; Carol Lindstrom 132,572,200; CeCelia Morken 134,719,348; Brian Stevens 135,791,886; Thimaya Subaiya 135,760,871; Mark Verdi 135,035,615. (Broker non‑votes: 9,589,913.)
• Advisory vote on executive compensation (Proposal 2): For 125,882,016; Against 9,847,642; Abstain 165,272; Broker non‑votes 9,589,913.
• Auditor appointment (Proposal 3): For 134,484,965; Against 10,944,301; Abstain 55,577.

Why It Matters

• Board and governance: The election results confirm the company’s board composition for the coming year; although all nominees were elected, several directors received notable against votes (e.g., James Madden ~7.17M; Carol Lindstrom ~3.25M), which may signal pockets of shareholder concern to monitor.
• Executive pay and auditor: The non‑binding “say‑on‑pay” measure passed by a large margin, reflecting shareholder support for executive compensation as disclosed, while the appointment of KPMG establishes the auditor for fiscal 2026 — both are routine but important governance outcomes that affect oversight and financial reporting.
• Voting context: Approximately 9.59 million broker non‑votes were recorded, meaning some shares held by brokers (typically without voting instructions) were not voted on certain proposals; this can affect the practical vote totals reported.