Nicolelli Maurizio 4

What Happened

• Nicolelli Maurizio, Executive Vice President & CFO of ExlService Holdings (EXLS), had 4,215 restricted stock units (RSUs) vest and convert into common shares on Feb 20, 2026. Of those shares, 1,659 were withheld to satisfy tax withholding at $30.41/share (total withheld ≈ $50,450). The conversion is reported as an exercise/conversion of a derivative (code M) with the withholding reported as code F.
• The filing also shows a time-based grant of 27,192 RSUs on Feb 19, 2026 (reported as an award, code A). These RSUs are derivative awards that convert to common stock on a one-for-one basis when settled.

Key Details

• Transaction dates: Feb 19, 2026 (grant of 27,192 RSUs); Feb 20, 2026 (4,215 RSUs vested/converted; 1,659 shares withheld for taxes).
• Prices/values: Tax withholding used $30.41/share, resulting in ~$50,450 withheld (1,659 shares × $30.41).
• Shares owned after transaction: Not specified in the filing.
• Notable footnotes:
  • RSUs convert one-for-one to common stock (F1, F3).
  • The company uses the prior trading day's closing price to compute tax withholding (F2).
  • The 27,192 RSUs vest in four equal annual installments beginning Feb 19, 2027 and may accelerate on certain terminations or a Change in Control (F4).
  • A prior grant (June 17, 2025) of 16,860 RSUs vested 25% on Feb 20, 2026 (4,215 shares) — this explains the shares that converted (F5).
  • Performance-based RSUs awarded Feb 19, 2026 are excluded from this report because they are subject to material conditions beyond the reporting person’s control.
• Filing/timeliness: Form 4 filed Feb 23, 2026 covering transactions on Feb 19–20; the filing itself does not indicate a late-report flag.

Context

• This was not an open-market sale or purchase: it was a routine RSU vesting and conversion with shares withheld to cover tax obligations (a common net settlement). Such withholding (code F) reduces the net shares issued to the insider and does not necessarily signal a change in company outlook.
• For retail investors, time-based RSU grants and routine tax withholding are standard executive compensation mechanics; purchases are generally more indicative of a bullish insider view than routine vesting/withholding.