Bhalla Vikas 4

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

AI-generated summary of this filing

Updated Feb 23, 2026

ExlService (EXLS) President Vikas Bhalla Receives RSU Award & Exercises

What Happened

Vikas Bhalla, President of ExlService Holdings (EXLS), was granted 45,324 restricted stock units (RSUs) on Feb 19, 2026 and on Feb 20, 2026 executed/converted 6,849 derivative units into common stock. To cover tax withholding, 2,672 shares were disposed at $30.41 per share, generating $81,256 in withholding proceeds. The RSU grant and conversions are derivative-related transactions (codes A, M, F).

Key Details

Transaction dates: Grant on 2026-02-19; conversions/exercise and withholding on 2026-02-20. Filing date: 2026-02-23 (filed within the standard 2-business-day window).
Grant: 45,324 RSUs (code A), recorded as derivative securities; RSUs convert one-for-one into common stock (footnotes F1, F3).
Conversion/Exercise: 6,849 derivative shares converted to common stock (code M). The filing shows both acquisition and immediate disposition entries for those converted shares.
Tax withholding: 2,672 shares disposed (code F) at $30.41 per share, totaling $81,256. The withholding value used the prior trading day's close (per plan rules, footnote F2).
Vesting: The new RSUs vest in four equal annual installments beginning Feb 19, 2027 and may accelerate on certain termination events or a change in control (footnote F4).
Additional note: The filer received performance-based RSUs on Feb 19, 2026 that are excluded from this Form 4 because they are subject to material conditions outside the reporting person’s control.
Shares owned after the transaction: Not specified in the provided filing excerpt.

Context

These were not open-market purchases or discretionary sales by the insider. The activity reflects an RSU grant and the typical conversion/settlement process where shares are converted and some are withheld/sold to satisfy tax obligations (a routine occurrence for equity awards). The filing appears timely.

Form 4

Period: 2026-02-19

President of EXL

Transactions

Exercise/Conversion
Common Stock, par value $0.001 per share
[F1]
2026-02-20+6,849→ 162,124 total
Tax Payment
Common Stock, par value $0.001 per share
[F2]
2026-02-20$30.41/sh−2,672$81,256→ 159,452 total
Award
Restricted Stock Units
[F3][F4]
2026-02-19+45,324→ 45,324 total
→ Common Stock, par value $0.001 per share (45,324 underlying)
Exercise/Conversion
Restricted Stock Units
[F1][F5]
2026-02-20−6,849→ 20,547 total
→ Common Stock, par value $0.001 per share (6,849 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 27,396 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

1 file