ExlService Holdings Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
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Item 5.07. Submission of Matters to a Vote of Security Holders.
On June 16, 2026, at the 2026 Annual Meeting of Stockholders of ExlService Holdings, Inc. (the “Company”), the Company’s stockholders voted on the following three proposals: (1) the election of seven members of the board of directors of the Company, (2) the ratification of the appointment of Deloitte & Touche LLP as the independent registered public accounting firm of the Company for fiscal year 2026 (“Auditor Ratification”), and (3) the approval, on a non-binding advisory basis, of the compensation of the named executive officers of the Company (“Say-on-Pay”). The results of the voting were as follows:
Proposal 1. Each of the seven nominees for election to the Company’s board of directors was duly elected to serve as a director for a term of one year, until the 2027 annual meeting of stockholders, or until his or her successor is duly elected and qualified in accordance with the by-laws of the Company. The final results of the voting were as follows:
| Nominees | For | Against | Abstain | Broker Non-Votes | ||||
| Rohit Kapoor | 120,399,184 | 1,130,533 | 99,183 | 11,310,215 | ||||
| Vikram Pandit | 119,386,433 | 1,991,674 | 250,793 | 11,310,215 | ||||
| Thomas Bartlett | 120,700,102 | 846,499 | 82,299 | 11,310,215 | ||||
| Andreas Fibig | 105,034,417 | 16,507,747 | 86,736 | 11,310,215 | ||||
| Pat Geraghty | 120,877,294 | 668,118 | 83,488 | 11,310,215 | ||||
| Kristy Pipes | 120,660,207 | 886,991 | 81,702 | 11,310,215 | ||||
| Sarah K. Williamson | 120,237,881 | 1,141,983 | 249,036 | 11,310,215 |
Proposal 2. Auditor Ratification was approved. The final results of the voting were as follows:
| For | Against | Abstain | Broker Non-Votes | |||
| 132,297,064 | 587,000 | 55,051 | — |
Proposal 3. Say-on-Pay was approved. The final results of the voting were as follows:
| For | Against | Abstain | Broker Non-Votes | |||
| 115,764,818 | 5,557,651 | 306,431 | 11,310,215 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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EXLSERVICE HOLDINGS, INC. (Registrant) | ||
| Date: June 16, 2026 | By: | /s/ Ajay Ayyappan |
| Name: | Ajay Ayyappan | |
| Title: | Executive Vice President, General Counsel and Secretary | |