Sarah K. Williamson - Jun 20, 2024 Form 4 Insider Report for ExlService Holdings, Inc. (EXLS)

Role: Director
Signature: /s/ Ajay Ayyappan
Stock symbol: EXLS
Transactions as of: Jun 20, 2024
Transactions value $: $0
Form type: 4
Date filed: 6/24/2024, 05:02 PM
Previous filing: Jun 20, 2024

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	EXLS	Restricted Stock Units	Award	$0	+7.06K	+116.69%	$0.00	13.1K	Jun 20, 2024	Common Stock, par value $0.001 per share	7.06K		Direct	F1, F2, F3
transaction	EXLS	Restricted Stock Units	Award	$0	+1.4K	+10.65%	$0.00	14.5K	Jun 20, 2024	Common Stock, par value $0.001 per share	1.4K		Direct	F1, F4
transaction	EXLS	Restricted Stock Units	Award	$0	+1.4K	+9.62%	$0.00	15.9K	Jun 20, 2024	Common Stock, par value $0.001 per share	1.4K		Direct	F1, F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each restricted stock unit represents a contingent right to receive one share of the Company's common stock upon settlement.
F2	The restricted stock units vest upon the earlier of (i) the first anniversary of the date of grant, (ii) the date on which the reporting person's term as a member of the Board of Directors of ExlService Holdings, Inc. (the "Board") expires if the reporting person is not subsequently elected to a new term on the Board, and (iii) the occurrence of a "Change in Control", as defined in the ExlService Holdings, Inc. 2018 Omnibus Incentive Plan (the "Plan"), and such awards settle upon the earlier of (i) the reporting person's death, (ii) the occurrence of a "Change of Control", as defined in the Plan and (iii) the date that is 180 days following the date on which the reporting person ceases to serve as a member of the Board for any reason other than due to such reporting person's death or, if later, the date of the reporting person's separation from service.
F3	The reported number of shares has been adjusted to reflect the impact of the 5-for-1 forward stock split effective August 1, 2023.
F4	The restricted stock units are vested on the date of grant. Such awards settle upon the earlier of (i) the reporting person's death, (ii) the occurrence of a "Change of Control", as defined in the ExlService Holdings, Inc. 2018 Omnibus Incentive Plan and (iii) the date that is 180 days following the date on which the reporting person ceases to serve as a member of the Board for any reason other than due to such reporting person's death or, if later, the date of the reporting person's separation from service.
F5	The restricted stock units will vest upon the earlier of (i) December 31, 2024 or (ii) the occurrence of a "Change in Control", as defined in the ExlService Holdings, Inc. 2018 Omnibus Incentive Plan (the "Plan"). Such awards settle upon the earlier of (i) the reporting person's death, (ii) the occurrence of a "Change of Control", as defined in the Plan and (iii) the date that is 180 days following the date on which the reporting person ceases to serve as a member of the Board for any reason other than due to such reporting person's death or, if later, the date of the reporting person's separation from service.