AJAY AYYAPPAN - 16 Feb 2022 Form 4 Insider Report for ExlService Holdings, Inc. (EXLS)

Role
SVP & Gen Counsel/Corp. Sec'y.
Signature
/s/ Lazbart Oseni, Attorney-in-Fact
Issuer symbol
EXLS
Transactions as of
16 Feb 2022
Transactions value $
-$66,102
Form type
4
Filing time
18 Feb 2022, 16:18:54 UTC
Previous filing
02 Feb 2022
Next filing
23 Feb 2022
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction EXLS Common Stock, par value $0.001 per share Options Exercise $0 +1.05K +40.17% $0.00 3.67K 17 Feb 2022 Direct F1
transaction EXLS Common Stock, par value $0.001 per share Tax liability -$66.1K -552 -15.04% $119.75 3.12K 17 Feb 2022 Direct F2

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 +2.33K $0.00 2.33K 16 Feb 2022 Common Stock, par value $0.001 per share 2.33K Direct F3, F4
transaction EXLS Restricted Stock Units Options Exercise $0 -1.05K -24.99% $0.00 3.16K 17 Feb 2022 Common Stock, par value $0.001 per share 1.05K Direct F1, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
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 The reporting person's restricted stock units reported in this report vested on February 17, 2022. Under the Company's 2018 Amendment and Restatement of the 2006 Omnibus Award 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 16, 2023. Vesting will be accelerated upon certain termination of employment events and upon a "Change in Control" (as defined in the ExlService Holdings, Inc. 2018 Omnibus Incentive Plan).
F5 On February 17, 2021, the reporting person was granted 4,210 restricted stock units, vesting in four annual installments beginning on the first anniversary of the grant date. 25 percent of the restricted stock units became vested on February 17, 2022, an additional twenty-five percent of the restricted stock units will vest on February 17, 2023, an additional twenty-five percent of the restricted stock units will vest on February 17, 2024; and the remaining balance of twenty-five percent of the restricted stock units will vest on February 17, 2025

Remarks:

Note: On February 16, 2022 the reporting person was also granted performance-based restricted stock units that are subject to material conditions beyond the reporting person's control, and, therefore, not considered derivative securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, and excluded from this report. Mr. Oseni is the Company's Head of Administration and Accounts.