{"url_path":"/sec/exls/8-k/2026-06-16/item-5-07","section_key":"item-5-07","section_title":"Item 5.07 Submission of Matters to a Vote of Security Holders.**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-16","source_url":"https://www.sec.gov/Archives/edgar/data/1297989/0001104659-26-074560-index.html","accession_number":"0001104659-26-074560","cik":"0001297989","ticker":"EXLS","issuer_name":"ExlService Holdings, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1297989/0001104659-26-074560-index.html","primary_entity_key":"0001297989","primary_entity_name":"ExlService Holdings, Inc."},"word_count":321,"has_tables":true,"body_markdown":"**Item 5.07. Submission of Matters to a Vote of Security Holders.**\n\n** **\n\nOn June 16, 2026, at the 2026 Annual Meeting\nof Stockholders of ExlService Holdings, Inc. (the “Company”), the Company’s stockholders voted on the following three\nproposals: (1) the election of seven members of the board of directors of the Company, (2) the ratification of the appointment of Deloitte\n& Touche LLP as the independent registered public accounting firm of the Company for fiscal year 2026 (“Auditor Ratification”),\nand (3) the approval, on a non-binding advisory basis, of the compensation of the named executive officers of the Company (“Say-on-Pay”).\nThe results of the voting were as follows:\n\n \n\nProposal 1. Each\nof 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\nyear, 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\nthe Company. The final results of the voting were as follows:\n\n \n\nNominees \nFor \nAgainst \nAbstain \nBroker Non-Votes\n\nRohit Kapoor \n120,399,184 \n1,130,533 \n99,183 \n11,310,215\n\nVikram Pandit \n119,386,433 \n1,991,674 \n250,793 \n11,310,215\n\nThomas Bartlett \n120,700,102 \n846,499 \n82,299 \n11,310,215\n\nAndreas Fibig \n105,034,417 \n16,507,747 \n86,736 \n11,310,215\n\nPat Geraghty \n120,877,294 \n668,118 \n83,488 \n11,310,215\n\nKristy Pipes \n120,660,207 \n886,991 \n81,702 \n11,310,215\n\nSarah K. Williamson \n120,237,881 \n1,141,983 \n249,036 \n11,310,215\n\n \n\nProposal 2. Auditor Ratification was approved.\nThe final results of the voting were as follows:\n\n \n\nFor \nAgainst \nAbstain \nBroker Non-Votes\n\n132,297,064 \n587,000 \n55,051 \n—\n\n \n\nProposal 3. Say-on-Pay was approved. The\nfinal results of the voting were as follows:\n\n \n\nFor \nAgainst \nAbstain \nBroker Non-Votes\n\n115,764,818 \n5,557,651 \n306,431 \n11,310,215\n\n \n\n \n\n \n\n \n\n**SIGNATURES**\n\n \n\nPursuant to the requirements of the Securities\nExchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.\n\n \n\n \n\n**EXLSERVICE HOLDINGS, INC.**\n\n(Registrant) \n\n \n \n \n\nDate: June 16, 2026\nBy:\n/s/ Ajay Ayyappan\n\n \nName:\nAjay Ayyappan\n\n \nTitle:\nExecutive Vice President,\n\nGeneral Counsel and Secretary\n\n** **"}