Kapoor Rohit 4
4 · ExlService Holdings, Inc. · Filed Feb 19, 2026
Research Summary
AI-generated summary of this filing
ExlService (EXLS) CEO Rohit Kapoor Converts 57,575 RSUs to Shares
What Happened
- Rohit Kapoor, Chairman & CEO of ExlService Holdings (EXLS), had restricted stock units (RSUs) convert into common stock on February 17, 2026. The Form 4 shows conversions (derivative exercises, code M) of 31,455 and 26,120 shares — a total of 57,575 shares — at $0.00 per share (zero cash exercise price because these were vested RSUs). Matching "Disposed" entries indicate those shares were immediately transferred to entities/owners referenced in the filing (see footnotes).
Key Details
- Transaction date: February 17, 2026; reported on Form 4 filed February 19, 2026 (timely filing).
- Price: $0.00 per share (conversion of vested RSUs); total cash value on exercise: $0.
- Shares involved: 31,455 and 26,120 shares (total 57,575).
- Disposition: Shares were transferred (disposed) immediately after conversion to parties/vehicles identified in footnotes (various trusts and accounts owned by or for Kapoor).
- Shares owned after transaction: Not specified in the provided excerpt of the filing.
- Relevant footnotes: F1 explains RSUs convert one-for-one into common stock. F2–F7 identify ownership of transferred shares by Rohit Kapoor and several family trusts. F8 and F9 describe the original RSU grants (grants from 2022 and 2023 that vested in part in February 2026).
Context
- These transactions reflect RSU vesting and conversion, not an open‑market purchase or cash sale. The zero price and immediate transfers suggest vesting distribution and reallocation to family/ownership vehicles (common for executive compensation and estate planning), not a cash exit. Such conversions are routine forms of compensation and do not by themselves signal a buy or sell opinion by the insider.
Insider Transaction Report
Form 4
Kapoor Rohit
DirectorChairman & CEO
Transactions
- Exercise/Conversion
Common Stock, par value $0.001 per share
[F1][F2]2026-02-17+31,455→ 1,238,333 total - Exercise/Conversion
Common Stock, par value $0.001 per share
[F1][F2]2026-02-17+26,120→ 1,264,453 total - Exercise/Conversion
Restricted Stock Units
[F1][F8]2026-02-17−26,120→ 26,120 total→ Common Stock, par value $0.001 per share (26,120 underlying) - Exercise/Conversion
Restricted Stock Units
[F1][F9]2026-02-17−31,455→ 0 total→ Common Stock, par value $0.001 per share (31,455 underlying)
Holdings
- 885,670(indirect: See Footnote)
Common Stock, par value $0.001 per share
[F3] - 420,000(indirect: See Footnote)
Common Stock, par value $0.001 per share
[F4] - 420,000(indirect: See Footnote)
Common Stock, par value $0.001 per share
[F5] - 665,925(indirect: See Footnote)
Common Stock, par value $0.001 per share
[F6] - 201,095(indirect: See footnote)
Common Stock, par value $0.001 per share
[F7]
Footnotes (9)
- [F1]Restricted stock units of ExlService Holdings, Inc. (the "Company") convert into common stock, par value $0.001 per share (the "Common Stock") on a one-for-one basis.
- [F2]Owned by Rohit Kapoor.
- [F3]Owned by the 2016 Kapoor Family Trust Created Under the Rohit Kapoor 2005 GRAT.
- [F4]Owned by the Rohit Kapoor Spousal Lifetime Access Trust.
- [F5]Owned by the Shikha Kapoor 2005 Family Trust.
- [F6]Owned by the Rohit Kapoor 2016 Family Trust
- [F7]Owned by the 2016 Kapoor Family Trust Created Under the Rohit Kapoor 2013 GRAT.
- [F8]On February 15, 2023, the reporting person was granted 20,896 (pre-split) restricted stock units, vesting in four equal annual installments beginning on the first anniversary of the grant date. Twenty-five percent of the restricted stock units became vested on February 15, 2024, an additional twenty-five percent of the restricted stock units became vested on February 15, 2025, an additional twenty-five percent of the restricted stock units became vested on February 15, 2026, and the remaining balance of twenty-five percent of the restricted stock units will vest on February 15, 2027.
- [F9]On February 16, 2022, the reporting person was granted 25,164 (pre-split) restricted stock units, vesting in four equal annual installments beginning on the first anniversary of the grant date. Twenty-five percent of the restricted stock units became vested on February 16, 2023, an additional twenty-five percent of the restricted stock units became vested on February 16, 2024, an additional twenty-five percent of the restricted stock units became vested on February 16, 2025, and the remaining balance of twenty-five percent of the restricted stock units became vested on February 16, 2026.
Signature
/s/ Ajay Ayyappan, Attorney-in-Fact|2026-02-19