ExlService Holdings, Inc.·4

Feb 23, 6:51 PM ET

Kini Narasimha 4

4 · ExlService Holdings, Inc. · Filed Feb 23, 2026

Research Summary

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ExlService (EXLS) EVP Kini Narasimha Exercises RSUs; 2,152 Shares Withheld

What Happened

  • Kini Narasimha, Executive Vice President of ExlService Holdings (EXLS), had multiple equity events. On Feb 19, 2026 he was granted 27,192 restricted stock units (RSUs). On Feb 20, 2026, 4,215 previously-granted RSUs vested and converted into 4,215 shares of common stock (no cash exercise price).
  • To satisfy tax withholding, 2,152 of those shares were surrendered at $30.41 per share, for a withholding value of $65,442. After withholding, Narasimha received a net 2,063 shares. The filing includes derivative conversion/settlement entries documenting the RSU-to-share conversion.

Key Details

  • Transaction dates: Grant on 2026-02-19 (A); conversion/settlement and withholding on 2026-02-20 (M and F).
  • Grant: 27,192 RSUs reported on 2026-02-19 (non-vested; F3/F4 describe vesting terms).
  • Vesting/settlement: 4,215 RSUs converted to common stock on 2026-02-20 (no exercise price).
  • Tax withholding: 2,152 shares surrendered at $30.41/share = $65,442 (reported as payment of tax liability).
  • Net shares delivered to insider from the vesting event: 2,063 shares (4,215 vested − 2,152 withheld).
  • Shares owned after transaction: not specified in the provided excerpt of the filing.
  • Notable footnotes: RSUs convert one-for-one to common stock (F1–F3); withholding used prior-day Nasdaq close for valuation (F2); RSU grants generally vest over four years with acceleration provisions (F4). F5 confirms the 4,215 vested shares represent 25% of a prior 16,860 RSU grant (June 17, 2025).
  • Filing timeliness: Report filed 2026-02-23 for transactions on Feb 19–20, 2026 — the Form 4 appears timely (within SEC two business‑day window).

Context

  • These were RSU grants and vesting/settlement events (not open‑market buys or discretionary sales). RSUs carry no exercise price and commonly settle into shares with part withheld to cover taxes — a routine administrative step rather than an active market sale.
  • The filing also notes performance‑based RSUs granted on Feb 19, 2026 that are subject to additional conditions and were excluded from this report.

Insider Transaction Report

Form 4
Period: 2026-02-19
Kini Narasimha
Executive Vice President
Transactions
  • Exercise/Conversion

    Common Stock, par value $0.001 per share

    [F1]
    2026-02-20+4,215211,166 total
  • Tax Payment

    Common Stock, par value $0.001 per share

    [F2]
    2026-02-20$30.41/sh2,152$65,442209,014 total
  • Award

    Restricted Stock Units

    [F3][F4]
    2026-02-19+27,19227,192 total
    Common Stock, par value $0.001 per share (27,192 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F5]
    2026-02-204,21512,645 total
    Common Stock, par value $0.001 per share (4,215 underlying)
Footnotes (5)
  • [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]Pursuant to the ExlService Holdings, Inc. 2018 Omnibus Incentive Plan, pursuant to which such restricted stock units were granted, the closing price of the Common Stock on the Nasdaq Global Select Market on the preceding day is used for purposes of computing tax reporting and withholding.
  • [F3]Each restricted stock unit represents a contingent right to receive one share of the Company's common stock upon settlement.
  • [F4]The restricted stock units will vest in four equal annual installments, beginning on February 19, 2027. Vesting will be accelerated upon certain termination of employment events and upon a "Change in Control" (as defined in the ExlService Holdings, Inc. 2025 Omnibus Incentive Plan).
  • [F5]On June 17, 2025, the reporting person was granted 16,860 restricted stock units, vesting in four equal annual installments beginning on February 20, 2026. 25 percent of the restricted stock units became vested on February 20, 2026, an additional 25 percent of the restricted stock units will vest on February 20, 2027, an additional 25 percent of the restricted stock units will vest on February 20, 2028, and the remaining balance of 25 percent of the restricted stock units will vest on February 20, 2029.
Signature
/s/ Ajay Ayyappan, Attorney-in-Fact|2026-02-23

Documents

1 file
  • 4
    wk-form4_1771890706.xmlPrimary

    FORM 4