X0306 4 2015-02-07 0 0001297989 ExlService Holdings, Inc. EXLS 0001373633 Bhalla Vikas 280 PARK AVENUE NEW YORK NY 10017 0 1 0 0 EVP & Head of Outsourcing Common Stock, par value $0.001 per share 2015-02-07 4 M 0 1050 A 1976 D Common Stock, par value $0.001 per share 2015-02-07 4 M 0 361 A 2337 D Common Stock, par value $0.001 per share 2015-02-07 4 F 0 480 31.30 D 1857 D Restricted Stock Units 2015-02-07 4 M 0 1050 0.00 D Common Stock, par value $0.001 per share 1050 1400 D Restricted Stock Units 2015-02-07 4 M 0 361 0.00 D Common Stock, par value $0.001 per share 361 0 D 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 The reporting person's restricted stock units reported in this report vested on February 7, 2015. Pursuant to the Company's 2006 Omnibus Award Plan, pursuant to which such restricted stock units were granted, the average of the high and low sale prices of the Common Stock on the Nasdaq Global Select Market on the preceding day is used for purposes of computing tax reporting and withholding. On February 7, 2011, the reporting person was granted 3,500 restricted stock units, vesting in 10%, 20%, 30% and 40% beginning on the first anniversary of the grant date. The remaining balance i/n/o 1,400 shares of restricted stock units will vest on February 7, 2016. On February 7, 2012, the reporting person was granted 1,080 restricted stock units, vesting in three annual installments beginning on the first anniversary of the grant date. 359 shares of the restricted stock units became vested on February 7, 2013, an additional 360 shares of the restricted stock units became vested on February 7, 2014, and the remaining balance i/n/o 361 shares of restricted stock units became vested on February 7, 2015. Mr. Oseni is the Company's Head of Administration and Accounts /s/ Lazbart Oseni, Attorney-in-Fact 2015-02-11