Statement of Changes in Beneficial Ownership (4)
January 23 2020 - 5:04PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Kapoor Rohit |
2. Issuer Name and Ticker or Trading Symbol
ExlService Holdings, Inc.
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EXLS
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) CEO & Vice Chairman |
(Last)
(First)
(Middle)
320 PARK AVENUE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
1/21/2020 |
(Street)
NEW YORK, NY 10022
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock, par value $0.001 per share | 1/21/2020 | | M(1) | | 1993 | A | $24.77 | 213346 | D | |
Common Stock, par value $0.001 per share | 1/21/2020 | | S(2) | | 1993 | D | $72.51 (3) | 211352 | D | |
Common Stock, par value $0.001 per share | 1/21/2020 | | S(4) | | 2296 | D | $72.51 (5) | 244016 | I | See Footnote (6) |
Common Stock, par value $0.001 per share | | | | | | | | 40219 | I | See Footnote (7) |
Common Stock, par value $0.001 per share | | | | | | | | 177134 | I | See Footnote (8) |
Common Stock, par value $0.001 per share | | | | | | | | 84000 | I | See Footnote (9) |
Common Stock, par value $0.001 per share | | | | | | | | 84000 | I | See Footnote (10) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Employee Stock Options (right to buy) | $24.77 | 1/21/2020 | | M (1) | | | 1993 | (11) | 2/7/2022 | Common Stock, par value $0.001 per share | 1993 | $0 | 8841 | D | |
Explanation of Responses: |
(1) | On January 21, 2020, the reporting person exercised previously issued options to purchase an aggregate of 1,993 shares of common stock of ExlService Holdings, Inc. |
(2) | This sale was made pursuant to a 10b5-1 plan previously entered into by the reporting person. |
(3) | This transaction was executed in multiple trades at prices ranging from $72.50 to $72.60 per share. The price reported above reflects the weighted average purchase price on the date indicated. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares. |
(4) | This sale was made pursuant to a 10b5-1 plan previously entered into by the Rohit Kapoor 2016 Family Trust. |
(5) | This transaction was executed in multiple trades at prices ranging from $72.50 to $72.56 per share. The price reported above reflects the weighted average purchase price on the date indicated. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares. |
(6) | Owned by the Rohit Kapoor 2016 Family Trust. |
(7) | Owned by the 2016 Kapoor Family Trust Created Under the Rohit Kapoor 2013 GRAT. |
(8) | Owned by the 2016 Kapoor Family Trust Created Under the Rohit Kapoor 2005 GRAT. |
(9) | Owned by the Rohit Kapoor Spousal Lifetime Access Trust. |
(10) | Owned by the Shikha Kapoor 2005 Family Trust. |
(11) | On February 7, 2012, the reporting person was granted 97,500 stock options. 25 percent of these options became vested and exercisable on February 7, 2013, an additional 25 percent became vested and exercisable on February 7, 2014, an additional 25 percent became vested and exercisable on February 7, 2015, and the balance of 25 percent became vested and exercisable on February 7, 2016. |
Remarks: Mr. Oseni is the Company's Head of Administration and Accounts. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Kapoor Rohit 320 PARK AVENUE NEW YORK, NY 10022 | X |
| CEO & Vice Chairman |
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Signatures
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/s/ Lazbart Oseni, Attorney-in-Fact | | 1/23/2020 |
**Signature of Reporting Person | Date |
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