{"url_path":"/sec/infy/10-k/2026/item-6","section_key":"item-6","section_title":"Item 6 Directors, Senior Management and Employees","topic":"sec","document":{"doc_type":"20-F","doc_date":"2026-06-15","source_url":"https://www.sec.gov/Archives/edgar/data/1067491/0001193125-26-270520-index.html","accession_number":"0001193125-26-270520","cik":"0001067491","ticker":"INFY","issuer_name":"Infosys Ltd","edgar_url":"https://www.sec.gov/Archives/edgar/data/1067491/0001193125-26-270520-index.html","primary_entity_key":"0001067491","primary_entity_name":"Infosys Ltd"},"word_count":15484,"has_tables":true,"body_markdown":"Item 6. Directors, Senior Management and Employees\n\nDIRECTORS AND EXECUTIVE OFFICERS\n\nAs on June 15, 2026, set forth below are the respective ages and positions of our directors and executive officers:\n\n \n\nName\n\n \n\nAge\n\n \n\nPosition\n\nNandan M. Nilekani\n\n \n\n70\n\n \n\nNon-executive, Non-Independent Chairman\n\nSalil Parekh\n\n \n\n61\n\n \n\nChief Executive Officer and Managing Director\n\nD. Sundaram\n\n \n\n73\n\n \n\nLead Independent Director\n\nMichael Gibbs\n\n \n\n68\n\n \n\nIndependent Director\n\nBobby Parikh\n\n \n\n62\n\n \n\nIndependent Director\n\nChitra Nayak\n\n \n\n63\n\n \n\nIndependent Director\n\nGovind Iyer\n\n \n\n63\n\n \n\nIndependent Director\n\nHelene Auriol Potier\n\n \n\n63\n\n \n\nIndependent Director\n\nDiane Enberg Jurgens (1)\n\n \n\n63\n\n \n\nIndependent Director\n\nNitin Paranjpe (2)\n\n \n\n63\n\n \n\nVice Chairman & Independent Director\n\nJayesh Sanghrajka\n\n \n\n52\n\n \n\nChief Financial Officer\n\nInderpreet Sawhney\n\n \n\n61\n\n \n\nChief Legal Officer and Chief Compliance Officer\n\nShaji Mathew\n\n \n\n55\n\n \n\nChief Human Resources Officer\n\n \n\n1) Diane Enberg Jurgens was appointed as a member to the Board effective April 22, 2026.\n\n2) Nitin Paranjpe, Independent Director was appointed as Vice Chairman of the Board effective April 30, 2026.\n\n \n\nAs on June 15, 2026, the following are the details of membership and chairmanship in Board committees:\n\n \n\nName\n\n \n\nBoard\n\n \n\n \n\nAC\n\n \n\n \n\nNRC\n\n \n\n \n\nCSR\n\n \n\n \n\nESG\n\n \n\n \n\nRMC\n\n \n\n \n\nSRC\n\n \n\n \n\nCyber Security (Risk Sub-Committee)\n\n \n\nNandan M. Nilekani\n\n \n\nChair\n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\nSalil Parekh\n\n \n\n●\n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\nD. Sundaram\n\n \n\n●\n\n \n\n \n\n●\n\n \n\n \n\nChair\n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\nChair\n\n \n\n \n\n●\n\n \n\n \n\n●\n\n \n\nMichael Gibbs\n\n \n\n●\n\n \n\n \n\n●\n\n \n\n \n\n●\n\n \n\n \n\n●\n\n \n\n \n\n \n\n \n\n \n\n●\n\n \n\n \n\nChair\n\n \n\n \n\nChair\n\n \n\nBobby Parikh\n\n \n\n●\n\n \n\n \n\nChair\n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n●\n\n \n\n \n\n●\n\n \n\n \n\n \n\n \n\nChitra Nayak\n\n \n\n●\n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n●\n\n \n\n \n\nChair\n\n \n\n \n\n●\n\n \n\n \n\n●\n\n \n\n \n\n●\n\n \n\nGovind Iyer\n\n \n\n●\n\n \n\n \n\n \n\n \n\n \n\n●\n\n \n\n \n\nChair\n\n \n\n \n\n●\n\n \n\n \n\n●\n\n \n\n \n\n \n\n \n\n \n\n●\n\n \n\nHelene Auriol Potier (1)\n\n \n\n●\n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n●\n\n \n\n \n\n●\n\n \n\n \n\n \n\n \n\n \n\n●\n\n \n\nNitin Paranjpe\n\n \n\n●\n\n \n\n \n\n●\n\n \n\n \n\n●\n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n●\n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\nDiane Enberg Jurgens (2)\n\n \n\n●\n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\nTotal no. of members\n\n \n\n \n\n10\n\n \n\n \n\n \n\n4\n\n \n\n \n\n \n\n4\n\n \n\n \n\n \n\n3\n\n \n\n \n\n \n\n3\n\n \n\n \n\n \n\n7\n\n \n\n \n\n \n\n4\n\n \n\n \n\n \n\n5\n\n \n\n \n\nNotes:\n\n \n\n1) Helene Auriol Potier was appointed as a member to the Cyber Security Committee (RMC Sub-Committee) effective August 1, 2025.\n\n2) Diane Enberg Jurgens was appointed as a member to the Board effective April 22, 2026.\n\n \n\nChair – Chairperson;\n\n● – Member of the Committee;\n\nAC – Audit Committee;\n\nRMC – Risk Management Committee;\n\nNRC – Nomination and Remuneration Committee;\n\nSRC – Stakeholders Relationship Committee;\n\nCSR – Corporate Social Responsibility Committee;\n\nESG – Environment, Social and Governance Committee\n\nSize and composition of the Board\n\nThe Securities Exchange Board of India (“SEBI”) (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended (“Listing Regulations”) mandates that for a company with a non-executive Chairman who is a Promoter, at least half of its board of directors should be independent directors and the Board of directors of the top 1,000 listed companies effective April 1, 2020, shall have at least one independent woman director. As of date, the Board was comprised of ten members, consisting of (i) one non-executive and non-independent Chairman, (ii) one Chief Executive Officer and Managing Director, and (iii) eight Independent Directors. Independent directors constitute 80% of the Board - more than the requirements of the Indian Companies Act, 2013 and the Listing Regulations and as defined by Rule 303A.02 of the NYSE Listed Company Manual. Three out of the ten directors on our Board are independent woman directors, making up 30% of the Board’s strength. The Board periodically evaluates the need for change in its size and composition.\n\nDefinition of Independent Directors\n\nThe definition of an “independent director” under the Indian Companies Act, 2013 and the Listing Regulations includes a person who is not a promoter or employee or one of the key managerial personnel of the company or its subsidiaries. Further, the person should not have a material pecuniary relationship exceeding ten per cent of his total income or such amount as may be prescribed with the company or its holding, subsidiary or associate company, or their promoters, or directors during the two immediately preceding financial years or during the current financial year, apart from receiving remuneration as an independent director.\n\nWe abide by these definitions of independent director in addition to the definitions of an independent director as laid down in the NYSE Listed Company Manual and the Sarbanes-Oxley Act, and US securities laws by virtue of our listing on the NYSE in the United States.\n\nBased on the disclosures received from all the independent directors and in the opinion of the Board, the independent directors fulfil the conditions specified in the Indian Companies Act, 2013, the Listing Regulations and the NYSE Listed Company Manual and are independent of the Management.\n\nKey Board qualifications, expertise and attributes\n\nThe key qualifications, skills, and attributes taken into consideration while nominating candidates to serve on the Board are the following:\n\n \n\nFinancial: Leadership of a financial firm or management of the finance function of an enterprise, resulting in proficiency in complex financial management, capital allocation, and financial reporting processes, or experience in actively supervising a principal financial officer, principal accounting officer, controller, public accountant, auditor or person performing similar functions.\n\n \n\nDiversity: Representation of gender, ethnic, geographic, cultural, or other perspectives that expand the Board’s understanding of the needs and viewpoints of our clients, partners, employees, governments, and other stakeholders worldwide.\n\n \n\nGlobal Business: Experience in driving business success in markets around the world, with an understanding of diverse business environments, economic conditions, cultures, and regulatory frameworks, and a broad perspective on global market opportunities.\n\n \n\nLeadership: Extensive leadership experience for a significant enterprise, resulting in a practical understanding of organizations, processes, strategic planning, and risk management. Demonstrated strengths in developing talent, planning succession, and driving change and long-term growth.\n\n \n\nInformation Technology: Significant background in technology, resulting in knowledge of how to anticipate technological trends, generate disruptive innovation, and extend or create new business models.\n\nMergers and Acquisitions: A history of leading growth through acquisitions and other business combinations, with the ability to assess ‘build or buy’ decisions, analyze the fit of a target with the Company’s strategy and culture, accurately value transactions, and evaluate operational integration plans.\n\n \n\nBoard Service and Governance: Service on a public company board to develop insights about maintaining board and management accountability, protecting shareholder interests, and observing appropriate governance practices.\n\n \n\nSales and Marketing: Experience in developing strategies to grow sales and market share, build brand awareness and equity, and enhance enterprise reputation.\n\n \n\nSustainability, and Environment, Social and Governance (ESG): Experience in leading the sustainability and ESG visions of organizations, to be able to integrate these into the strategy of the Company.\n\n \n\nRisk Management: Experience in identifying and evaluating the significant risk exposures to the business strategy of the Company and assessing management’s actions to mitigate strategic, legal and compliance, and operational risk exposures.\n\n \n\nCybersecurity: Experience in assessing and managing cybersecurity-related risks and in implementing the cybersecurity policies, procedures, and strategies.\n\nProfiles of Directors and Executive Officers\n\n \n\nNandan M. Nilekani (Nandan) is the Chairman of Infosys Limited, which he co-founded in 1981. He also co-founded and is the Chairman of EkStep Foundation, a not-for-profit effort to create a learner-centric, technology-based platform to improve basic literacy and numeracy for millions of children. In January 2023, he was appointed as the co- chair of the “G20 Task Force on Digital Public Infrastructure for Economic Transformation, Financial Inclusion and Development”. He was the Founding Chairman of the Unique Identification Authority of India (UIDAI) in the rank of a Cabinet Minister from 2009 to 2014. Born in Bengaluru, Nandan received his bachelor’s degree from IIT, Bombay. Fortune Magazine conferred on him the title of “Asia’s Businessman of the Year – 2003”. In 2005, he received the prestigious Joseph Schumpeter Prize for innovative services in economy, economic sciences and politics. In 2006, he was awarded the Padma Bhushan. The same year, he was named Businessman of the Year by Forbes Asia. Time magazine listed him as one of the 100 most influential people in the world in 2006 and 2009. Foreign Policy magazine listed him as one of the Top 100 Global Thinkers in 2010. In 2014, he won The Economist Social & Economic Innovation Award for his leadership of India’s unique identification initiative (Aadhaar). In 2017, he received the Lifetime Achievement Award from E & Y. CNBC-TV18 conferred him the India Business Leader award for outstanding contribution to the Indian economy in 2017 and he also received the 22nd Nikkei Asia Prize for Economic & Business Innovation 2017. He was inducted as International Honorary Member of the American Academy of Arts and Sciences in 2019. Business Standard Annual awards 2022 conferred “The Life Time Achievement Award”. TIME Magazine has featured him among 100 Most Influential People in AI-2024. He is the author of “Imagining India” and co-authored with Viral Shah his second book, “Rebooting India: Realizing a Billion Aspirations” and his third book with Tanuj Bhojwani, “The Art of Bitfulness: Keeping Calm in the Digital World” released in January 2022. Nandan’s full profile is also available at: https://www.infosys.com/about/management-profiles/nandan-nilekani.html\n\nSalil Parekh (Salil) as Chief Executive Officer and Managing Director, sets and evolves the strategic direction for the company and its portfolio of offerings, while nurturing a strong leadership team to drive its execution. Salil has helped transform Infosys into a leading digital, cloud, and AI company. Salil has over three decades of global experience in the IT services industry with a strong track record of driving digital transformation for enterprises, executing business\n\nturnarounds, and managing successful acquisitions. Salil topped the IT services ranking in Brand Finance’s Brand Guardianship Index (BGI) 2024 for the role of CEO as brand custodian and steward of long-term shareholder value. Over the years Salil has won several CEO leadership awards. Earlier, Salil was a member of the Management Board at Capgemini, and a partner at consulting practice Ernst & Young LLP. He had several leadership positions for 25 years, across US, UK, Europe and Asia. He was responsible for overseeing a business cluster comprising Application Services (North America, UK, Asia), Cloud Infrastructure Services, and Sogeti. He was responsible for the strategy and execution of these businesses – setting direction and enabling rapid client adoption. He was also the Chairman of Capgemini’s North America Executive Council. He was the architect of the North America’s growth and turnaround strategy and was instrumental in setting up their offshoring capabilities. As a Partner at Ernst & Young and is widely credited for bringing scale and value to the Indian operations of the consultancy firm. He holds Master of Engineering degrees in Computer Science and Mechanical Engineering from Cornell University, and a Bachelor of Technology degree in Aeronautical Engineering from the Indian Institute of Technology, Bombay. Salil is on the board of Advance CT, an organization that supports business and innovation in the state of Connecticut. Salil is also on the Board of the US-India Strategic Partnership Forum (USISPF) an organization that works towards strengthening the US-India relationship and promoting collaboration in various sectors, including technology. Salil’s full profile is also available at: https://www.infosys.com/about/management-profiles/salil-parekh.html\n\nD. Sundaram (Sundaram) is the Lead Independent Director of Infosys. He is the Chairperson of the Nomination and Remuneration Committee and the Risk Management Committee, and a member of the Audit Committee, the Stakeholder Relationship Committee and the Cybersecurity risk sub-committee. His experience spans corporate finance, business performance, monitoring operations, governance, mergers & acquisitions, talent / people management and strategy. He joined Hindustan Unilever Limited (HUL), the Indian listed subsidiary of Unilever Plc, as a management trainee in June 1975 and served in various capacities including six years in Unilever, London as Commercial officer: Africa and Middle East (90-93) and as Senior Vice President for South Asia and Middle East (96-99). He was the Chief Finance Officer of HUL from April 1999 to March 2008 and as the Vice Chairman and CFO from April 2008 to July 2009. He is a two-time winner of the prestigious “CFO of the Year for FMCG Sector” award by CNBC TV18 (2006 and 2008). Sundaram is a post-graduate in Management Studies (MMS), Fellow of the Institute of Cost Accountants, and has done Harvard Business School's Advanced Management Program (AMP). He currently serves as an independent director (in addition to Infosys) on the boards of Crompton Greaves Consumer and Schneider Electric Infrastructure. He also served as the Vice Chairman and MD of TVS Capital Funds, a growth capital Private Equity Fund (TVS Shriram Growth Fund.). Sundaram has served as an independent director on the Board of State Bank of India, the largest Commercial bank of the country, between Jan 2009 to June 2014; of SBI Capital Markets between 2002 to 2014 and has been a member of the board of governors of Institute of Financial Management and Research and KREA University, Andhra Pradesh.\nSundaram’s full profile is also available at: https://www.infosys.com/about/management-profiles/d-sundaram.html\n\nMichael Gibbs (Michael) is an Independent Director of Infosys. He is the Chairperson of the Stakeholders Relationship Committee and the Cybersecurity risk sub-committee and serves as a member of the Audit Committee, the Nomination and Remuneration Committee, the Risk Management Committee and the Corporate Social Responsibility Committee. He is the former Group CIO for BP, PLC having responsibility for setting and implementing BP’s IT strategy and providing computing and telecommunications technology services worldwide. As CIO, Michael led a transformation of the IT function at BP, reorganizing the function and operating model. He led improvements in cybersecurity and the application of emerging digital technologies including plans for a migration of legacy data centers to the cloud. Michael served as CIO for various businesses including Conoco Refining & Marketing, Europe and Asia, based in London and ConocoPhillips Supply and Trading, Corporate Functions and Global Downstream, based in Houston. In 2008, Michael returned to London joining BP as VP/CIO, Refining & Marketing, before becoming Group CIO in 2013. Currently, Michael does occasional business consulting and speaking. He has chaired several church and missions boards and currently serves as Vice-Chair of “A Child’s Hope – Haiti” serving the orphans of Haiti. Michael graduated summa cum laude from Oklahoma State University with a degree in Management Science. He completed the Executive Management Program at Penn State University in 1997 and the Concours/Cash CIO Leadership Program in 2004. In 2015, he was\n\nnamed to CIO magazine’s list of the most influential Global CIOs and ranked as I-CIO’s 2nd most powerful IT executive in Europe. Michael’s full profile is also available at: https://www.infosys.com/about/management-profiles/michael-gibbs.html\n\nBobby Parikh (Bobby) is an Independent Director of Infosys. He is the Chairperson of the Audit Committee and serves as a member of the Stakeholders Relationship Committee and the Risk Management Committee. He is the Managing Partner of Bobby Parikh Associates, a boutique firm focused on providing strategic tax and regulatory advisory services. Over the years, Bobby has had extensive experience in advising clients across a range of industries. An area of focus for Bobby has been to work with businesses, both Indian and multinational, in interpreting the changes to India’s policy framework and help businesses better leverage opportunities arising from and address challenges resulting from such changes. Bobby has led teams that have advised clients in the areas of entry strategy (MNCs into India and Indian companies into overseas markets), business model identification, structuring a business presence, mergers, acquisitions and other business reorganizations. Bobby’s particular area of focus is providing tax and regulatory advice in relation to transactions and other forms of business reorganizations, whether inbound, outbound or wholly domestic. In this regard, Bobby works extensively with private equity funds, other institutional investors and owners and managers of businesses to develop bespoke solutions that optimally address the commercial objectives underpinning a particular transaction or a business reorganization. Bobby also works closely with regulators and policy formulators in providing inputs to aid in the development of new regulations and policies, and in assessing the implications and efficacy of these and providing feedback for action. Bobby was co-founder of BMR Advisors, a highly regarded tax and transactions firm which he helped establish and run for over 12 years. Prior to forming BMR Advisors, Bobby was the Chief Executive Officer of Ernst & Young in India and held that responsibility until December 2003. Bobby worked with Arthur Andersen for over 17 years and was its Country Managing Partner until the Andersen practice combined with that of Ernst & Young in June 2002. Bobby led the Financial Services industry practice at Arthur Andersen and then also at Ernst & Young. Bobby is a graduate in Commerce from the University of Mumbai and qualified as a Chartered Accountant from the Indian Institute of Chartered Accountants of India in 1987. Bobby’s full profile is also available at: https://www.infosys.com/about/management-profiles/bobby-parikh.html\n\nChitra Nayak (Chitra) is an Independent Director of Infosys. She is the Chairperson of the Environment, Social and Governance Committee and serves as a member of the Risk Management Committee, the Stakeholder Relationship Committee, the Corporate Social Responsibility Committee and the Cybersecurity risk sub-committee. She has over 25 years of experience in go-to-market, general management, and operations leadership roles at various organizations. She currently serves as a Member of the Board at Vimo, a tech platform for healthcare services access, and was formerly on public boards at Invitae, a medical genetics company; at LifeWorks, a tech-enabled HR services company; at Forward Air, a freight and logistics company. She also was on the board at a private company Intercom, a messaging platform company. She advises startups on go-to-market strategies and is an Executive Advisor at BCG. Most recently, she was the Chief Operating Officer, overseeing the go-to-market strategy at Comfy, a real-estate tech startup and prior to that she was COO at Funding Circle, an online SMB lending marketplace. Chitra has been in leadership roles at Salesforce for eight years as COO, Platform and Senior Vice President, Global Sales Development. She was earlier part of AAA, Charles Schwab, and the Boston Consulting Group. Chitra has a passion for empowering women in the workplace. She is the co-founder of Neythri.org, which supports South Asian professional women. She was also the co-founder of the Salesforce Women’s Network initiative. She has co-created and taught an MBA class on ‘Women in Leadership’ at California State University, East Bay. Chitra holds an MBA with Honors from Harvard Business School, an MS in Environmental Engineering from Cornell University, and a B.Tech in Engineering from the Indian Institute of Technology. Chitra’s full profile is also available at: https://www.infosys.com/about/management-profiles/chitra-nayak.html\n\nGovind Iyer (Govind) is an Independent Director of Infosys. He is the Chairperson of the Corporate Social Responsibility Committee and serves as a member of the Nomination and Remuneration Committee, the Environment, Social and Governance Committee, the Risk Management Committee and Cybersecurity risk sub-committee. Govind retired as a Partner at Egon Zehnder (a Global leadership advisory Firm). Prior to joining Egon Zehnder, Govind\n\nworked at Procter & Gamble, Coca-Cola, and Heinz. Govind has served on the Wharton Executive Education Advisory Board and is an active University of Pennsylvania alumnus. He has served on the Advisory Board of Asian Venture Philanthropy Network (AVPN). He is a founding board member and Chairperson of Social Venture Partners in India, Board of Trustees of the Rockefeller Foundation, Governing Board member of the Ashoka University, board member at Karmayogi Bharat, a Special Purpose Vehicle of Department of Personnel and Training, and is a #LivingmyPromise signatory. Govind has a Bachelor of Engineering degree from Regional Engineering College, Trichy, and an MBA from The Wharton School, University of Pennsylvania. Govind’s full profile is also available at: https://www.infosys.com/about/management-profiles/govind-iyer.html\n\nHelene Auriol Potier (Helene) ) is an Independent Director of Infosys. She is a member of the Environment, Social and Governance Committee, the Risk Management Committee and Cybersecurity sub-committee. She has built a truly global career in digital technologies and in the telecommunications industry that has spanned multiple geographies, including the United States, Europe, Africa, and Asia. She started her career in New York in telecommunications in 1986. In 1990, Helene joined the Canadian mobile technology company Nortel Networks Corporation where she spent 15 years and held various senior leadership positions among which were also Vice President Sales Mobile Division Worldwide and Vice President Services & Operations EMEA. In 2005, Helene joined Dell Inc., where she served as CEO Africa, Mediterranean and CEE. She joined Microsoft Corporation in 2008. During her 10 years tenure at Microsoft, she served in various senior leadership capacities including CEO Microsoft Singapore and, Managing Director Artificial Intelligence Europe. From November 2018 to December 2020, she was Executive Vice-President in charge of International Business for Orange. Helene is often called to speak on the topics of digital transformation, corporate governance and ESG. She served as independent director on the boards of Safran SA until May 2025, Mimecast Limited until May 2022, Ispen S.A. until May 2018 and Faiveley Transport S.A. until November 2016. Helene currently serves as independent non-executive director on the boards of Accor S.A., Randstad N.V. and Oddo BHF S.C.A. She chairs the Accor board ESG committee, the Randstad Technology committee and the Oddo BHF board compensation committee. She is also a senior advisor at a leading global private equity firm, she is a member of the INSEAD Governance Council and a Managing Director in Alinerom S.C.I. Helene was ESG co-chair and board member at Institut Français des Administrateurs, (IFA), the French association of corporate directors until June 2024. Helene received a Master of Science in Engineering from Telecom Paris and an Executive MBA from INSEAD. Helene’s full profile is also available at: https://www.infosys.com/about/management-profiles/helene-auriol-potier.html\n\nNitin Paranjpe (Nitin) is an Independent Director of Infosys and has been appointed as a Vice- Chairman of Infosys Limited w.e.f. 30 April 2026. He is a member of the Nomination and Remuneration Committee, the Risk Management Committee and the Audit Committee. He is currently the Non-Executive Chairman of Hindustan Unilever Limited (HUL) and a member of the Supervisory Board of Heineken NV.  Prior to this, Nitin was a member of the Unilever Leadership Executive performing various roles including Chief People and Transformation Officer, and Unilever’s Chief Operating Officer (COO). Nitin joined HUL in 1987, where he held various roles in marketing and sales, before being appointed as the Chief Executive Officer, India, and Executive Vice President for Unilever, South Asia, in April 2008. He has been the recipient of many awards in recognition of his contribution to business and industry including CEO of the year (Forbes India) and India business leader of the year (CNBC TV18). For his efforts in blazing a trail for diversity, he won the GG2 Hammer Award in 2019 in the United Kingdom. He is also a member of the Board of Indian School of Business. Nitin holds a bachelor’s degree in mechanical engineering and an MBA in Marketing from Jamnalal Bajaj Institute of Management in Mumbai. Nitin’s full profile is also available at: https://www.infosys.com/about/management-profiles/nitin-paranjpe.html\n\nDiane Jurgens (Diane) is an Independent Director of Infosys. She is also a strategic Board Member and Technologist with global C-suite experience, P&L leadership, and a proven track record leading transformation across multiple industries. She currently serves on the boards of Standard Chartered and World 50. At Standard Chartered, Diane serves as an Independent Non-Executive Director and is a member of the Risk and Culture & Sustainability Committees. Previously, as Chief Information Officer for The Walt Disney Company (2020–2023), she led enterprise technology. She also represented Disney on the US-India Strategic Partnership Forum (USISPF). As Chief Technology Officer at BHP (2015–2020), Diane spearheaded innovation across autonomous systems, cybersecurity, machine learning, and the\n\nIndustrial Internet of Things (IIoT). During her decade in Shanghai, Diane was President & Managing Director of Shanghai OnStar Telematics (2012–2015). Prior to that, she served as CIO for GM International Operations (2008–2012) and GM China (2006-2008). She earned an MBA from Seattle University and a master’s degree in electrical engineering from the University of Washington, where she currently serves on the College of Engineering Dean’s Advisory Board. Diane was awarded the Shanghai government’s prestigious Magnolia Award and has been recognized among the Top 10 Women in Technology. Diane’s full profile is also available at: https://www.infosys.com/about/management-profiles/diane-enberg-jurgens.html\n\nInderpreet Sawhney (Inderpreet ) is the Chief Legal Officer and Chief Compliance Officer of Infosys. In this role she leads the legal and compliance function for the Company. She is a strategic business partner ensuring success for Infosys in legal and regulatory matters, while spearheading its compliance and ethics program. Inderpreet also has additional responsibility for Privacy and Data Protection at Infosys. Inderpreet is also the Chairperson of Infosys Foundation USA and a trustee of the Infosys Foundation India. Inderpreet serves on the Global Board of Directors of the Association of Corporate Counsel. She has previously served on the Board of Directors of formerly NYSE listed Hillenbrand Inc. (2021-2026) and was the Co-Chair of the World Economic Forum Global Future Counsel for Good Governance (2023-2024). She was an honoree at the 2017 Transformative Leadership Awards, recognizing General Counsel who demonstrate commitment to advancing women in law. She is also a recipient of the Thought Leadership Award at the 2018 Global Transformative Leadership Awards and was featured among the top 25 Women Leaders in IT Services of 2020, published by The IT Services Report. She is a frequent speaker at global conferences. Inderpreet’s full profile is also available at: https://www.infosys.com/about/management-profiles/inderpreet-sawhney.html\n\nShaji Mathew (Shaji) is the Chief Human Resource Officer at Infosys. In this role, he is responsible for envisioning the roadmap for HR, driving strategy, and implementing operational priorities aligned with the overall organizational mandate for Infosys and group companies. Shaji has over 33 years of experience in Infosys. Prior to his current role, he was Infosys’ Global head of delivery for Financial Services, Insurance, Healthcare and Life Sciences. Over the years, he has played various leadership roles in delivery, as also in managing client relationships, commercials, solutioning, and people management across the US, Europe, and Asia Pacific. He has been actively steering the company’s efforts to create a more inclusive and diverse workforce. He is also a trustee of Infosys Foundation focusing on Corporate Social Responsibilities. Shaji is a rank holder from National Institute of Technology, Calicut. He has completed a Global Leadership Program from Stanford University Graduate School of Business and a Leadership program from Harvard Business School. He serves on the board of International Institute of Information Technology (IIIT), Bangalore. He is also a member of the Confederation of Indian Industry (CII) National Committee on Leadership and HR. Shaji’s full profile is also available at: https://www.infosys.com/about/management-profiles/shaji-mathew.html\n\nJayesh Sanghrajka (Jayesh) is the Executive Vice President & Group CFO of Infosys Ltd. With over 3 decades of experience in global finance and strategic leadership, Jayesh plays a pivotal role in long-term value creation; financial and operational excellence; and grooming the next set of leaders for Infosys. As the leader of the company’s global finance organization, he oversees areas like facilitating growth at good margins, financial planning and analysis, investor relations, treasury, tax, and risk management as well as oversees the facility and infrastructure functions. Over the years, he has driven the finance team’s digital transformation journey towards functional excellence. Jayesh spearheads multiple cross-functional initiatives aimed at identifying new revenue growth opportunities or driving cost optimization. A key architect of the company’s growth strategy, Jayesh is responsible for mergers and acquisitions (M&A), helping to create and sustain long-term competitive advantage for Infosys. Jayesh also champions the company’s ESG agenda, ensuring that ESG is at the heart of Infosys’ strategy to achieve profits with a purpose, while balancing sustainable growth; compliance with international standards; and stakeholder transparency. Prior to Infosys, he worked in companies like Tishman-Speyer, Rediff.com, Mu Sigma, and KPMG, wherein he played a key role in driving various digital and financial transformations to help them be future-ready. Jayesh earned his bachelor’s degree in commerce from Mumbai University, India. He is a Chartered Accountant from the Institute of Chartered Accountants, India. He also has a degree in cost accounting. Over the years, he has attended various Executive Global Leadership Development Programs at global universities like Stanford University (USA) and Harvard University\n\n(USA). Jayesh’s full profile is also available at: https://www.infosys.com/about/management-profiles/jayesh-sanghrajka.html\n\nCompensation\n\nOur Executive Compensation programs encourage reward for performance. A significant portion of the executives’ total rewards are tied to the delivery of long-term corporate performance goals, in order to align with the interest of the shareholders. The Overview of Executive Leadership Compensation is filed as an exhibit to this Annual Report on Form 20-F.\n\nThe 2015 Plan and 2019 Plan were previously filed as exhibits to the Annual Report on Form 20-F.\n\nAs required under the Listing Regulations, effective April 1, 2019, the Nomination and Remuneration Committee will recommend to the Board the payment of remuneration to directors, KMPs and senior management. The Nomination and Remuneration Policy of the Company is available on our website at https://www.infosys.com/investors/corporate-governance/documents/nomination-remuneration-policy.pdf\n\nIndependent Directors’ Compensation\n\nThe compensation payable to independent directors is limited to a fixed amount per year as determined and approved by the Board, the sum of which does not exceed 1% of net profits for the year, calculated as per the provisions of the Indian Companies Act, 2013. The Board reviews the performance of independent directors on an annual basis. The Board, while deciding the basis for determining the compensation of the independent directors, takes various factors into consideration. These include global board compensation benchmarking, participation of individual directors in Board and Committee meetings, other responsibilities such as membership or chairmanship of committees, time spent in carrying out other duties, roles and functions as prescribed in Schedule IV of the Indian Companies Act, 2013, Listing Regulations and such other factors as the Board deems fit. Additionally, independent directors are also reimbursed for expenses incurred in the performance of their official duties.\n\nNon-Executive and Non-Independent Chairman’s Compensation\n\nNandan M. Nilekani, Chairman, voluntarily chose not to receive any remuneration for his services rendered to the Company in fiscal 2026.\n\nRemuneration to Directors in Fiscal 2026\n\n(A)\nThe table below describes the compensation for our Non-Executive and Independent Directors for fiscal 2026:\n\n \n\nName\n\n \n\nCommission ($)\n\n \n\nNon-Executive, Non Independent Director:\n\n \n\n \n\n \n\nNandan M. Nilekani(1)\n\n \n\n \n\n—\n\n \n\nNon-Executive, Independent Directors:\n\n \n\n \n\n \n\nD. Sundaram\n\n \n\n335,000\n\n \n\nMichael Gibbs\n\n \n\n369,000\n\n \n\nBobby Parikh\n\n \n\n265,000\n\n \n\nChitra Nayak\n\n \n\n329,000\n\n \n\nGovind Iyer\n\n \n\n285,000\n\n \n\nHelene Auriol Potier\n\n \n\n \n\n272,315\n\n \n\nNitin Paranjpe\n\n \n\n \n\n243,767\n\n \n\n \n\n(1)\nNandan M. Nilekani voluntarily chose not to receive any remuneration for his services rendered to the Company.\n\n(B)\nThe table below describes the compensation for our executive directors and other executive officers, for fiscal 2026:\n\n \n\nName\n\n \n\nSalary\n($)\n\n \n\nBonus &\nincentive\n($)\n\n \n\nAmount\naccrued\nfor long\nterm\nbenefits ($)\n\n \n\nValue of\nRSUs and ESOPs\ngranted ($)\n\n \n\nNumber of\nRSUs\ngranted\n\n \n\nNumber of stock options (ESOPs) granted\n\n \n\nSalil Parekh\n\n \n\n900,984\n\n \n\n2,589,044\n\n \n\n59,350\n\n \n\n6,498,878\n\n(1)\n\n361,575\n\n(1)\n\n—\n\n(1)\n\nJayesh Sanghrajka\n\n \n\n254,628\n\n \n\n245,336\n\n(3)\n\n19,762\n\n \n\n849,976\n\n(2)\n\n36,920\n\n(2)\n\n53,020\n\n(2)\n\nInderpreet Sawhney\n\n \n\n732,518\n\n \n\n535,774\n\n(3)\n\n29,716\n\n \n\n1,743,846\n\n(2)\n\n74,090\n\n(2)\n\n136,060\n\n(2)\n\nShaji Mathew\n\n \n\n211,015\n\n \n\n207,073\n\n(3)\n\n16,702\n\n \n\n679,188\n\n(2)\n\n29,540\n\n(2)\n\n42,190\n\n(2)\n\n \n\nNote: The grants in the table above represent the total number of RSUs and value as on the date of grant. They do not include forfeitures.\n\n \n\nThe performance bonuses include accruals payable as per the terms of employment agreement.\n\n(1)\nA) The Board, on April 17, 2025, based on the recommendations of the Nomination and Remuneration Committee approved the following grants for fiscal 2026. In accordance with such approval the following grants were made effective May 2, 2025:\n\n•\n230,621 performance-based grant of RSUs (Annual performance equity grant) which vest in line with the employment agreement based on achievement of certain performance targets.\n\n•\n13,273 performance-based grant of RSUs (Annual performance equity ESG grant) which will vest in line with the employment agreement based on achievement of certain environment, social and governance milestones as determined by the Board.\n\n•\n33,183 performance-based grant of RSUs (Annual performance equity TSR grant) which will vest in line with the employment agreement based on Company’s performance on cumulative relative TSR over the years and as determined by the Board.\n\n \n\nB) Further the Board on January 14, 2026, based on recommendations of the Nomination and Remuneration Committee granted 18,132 annual time-based RSUs for fiscal 2026 under the 2015 Plan effective February 1, 2026. These RSUs will vest in line with the employment agreement overtime in three equal annual installments upon the completion of each year of service from the respective grant date.\n\nC)The Board on April 17, 2025, based on the recommendations of the Nomination and Remuneration Committee under the 2019 Plan, approved the grant of 66,366 annual performance based RSUs for fiscal 2026 effective May 2, 2025. These RSUs will vest in line with the employment agreement based on achievement of certain performance targets.\n\n(2)\nDuring fiscal 2026 based on the recommendations of the Nomination and Remuneration Committee, the Board, approved time based RSU and ESOP grants under the 2015 Plan and performance based RSU grants under the 2019 Plan to its executive officers. The grants were made in fiscal 2026. Time based RSUs and ESOPs granted under the 2015 Plan will vest over three to four years and RSUs granted under the 2019 Plan will vest over three years based on achievement of certain performance targets.\n\n(3)\nThe performance bonuses include accruals payable as per the terms of employment agreement. The actuals could differ based on the completion of performance evaluation and differences are adjusted at the time of payouts\n\nAll the above grants were made in accordance with the 2015 Plan and 2019 Plan. The exercise price for the RSUs is equal to the par value of the shares and the exercise price of the ESOPs would be the market price as on the date of grant. Refer to Note 2.17 of Item 18 of this Annual Report for further details.\n\n \n\nAll compensation to directors and officers disclosed in the table above that was paid in various currencies have been converted, for the purposes of the presentation in such table, at average exchange rates.\n\nEquity Grants\n\nThe following is the summary of grants made to Key Managerial Personnel (KMP) during fiscal 2026, 2025 and 2024 under the 2015 Plan and 2019 Plan:\n\n \n\nParticulars\n\n \n\nFiscal 2026\n\n \n\n \n\nFiscal 2025\n\n \n\n \n\nFiscal 2024\n\n \n\n2015 Plan: Equity settled RSU\n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\nSalil Parekh, CEO and MD\n\n \n\n \n\n295,209\n\n \n\n \n\n \n\n311,372\n\n \n\n \n\n \n\n344,926\n\n \n\nNilanjan Roy(1)\n\n \n\n \n\n—\n\n \n\n \n\n \n\n—\n\n \n\n \n\n \n\n41,094\n\n \n\nJayesh Sanghrajka(2)\n\n \n\n \n\n20,020\n\n \n\n \n\n \n\n18,010\n\n \n\n \n\n \n\n40,700\n\n \n\nInderpreet Sawhney\n\n \n\n \n\n46,360\n\n \n\n \n\n \n\n38,240\n\n \n\n \n\n \n\n83,390\n\n \n\nShaji Mathew\n\n \n\n \n\n16,020\n\n \n\n \n\n \n\n13,220\n\n \n\n \n\n \n\n25,240\n\n \n\n \n\n \n\n \n\n377,609\n\n \n\n \n\n \n\n380,842\n\n \n\n \n\n \n\n535,350\n\n \n\n2015 Plan: Employee Stock Options (ESOPs)\n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\nSalil Parekh, CEO and MD\n\n \n\n \n\n—\n\n \n\n \n\n \n\n—\n\n \n\n \n\n \n\n—\n\n \n\nNilanjan Roy(1)\n\n \n\n \n\n—\n\n \n\n \n\n \n\n—\n\n \n\n \n\n \n\n—\n\n \n\nJayesh Sanghrajka(2)\n\n \n\n \n\n53,020\n\n \n\n \n\n \n\n—\n\n \n\n \n\n \n\n—\n\n \n\nInderpreet Sawhney\n\n \n\n \n\n136,060\n\n \n\n \n\n \n\n—\n\n \n\n \n\n \n\n—\n\n \n\nShaji Mathew\n\n \n\n \n\n42,190\n\n \n\n \n\n \n\n—\n\n \n\n \n\n \n\n—\n\n \n\n \n\n \n\n \n\n231,270\n\n \n\n \n\n \n\n—\n\n \n\n \n\n \n\n—\n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n608,879\n\n \n\n \n\n \n\n380,842\n\n \n\n \n\n \n\n535,350\n\n \n\n2019 Plan: Equity settled Performance based RSU\n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\nSalil Parekh, CEO and MD\n\n \n\n \n\n66,366\n\n \n\n \n\n \n\n70,699\n\n \n\n \n\n \n\n78,281\n\n \n\nNilanjan Roy(1)\n\n \n\n \n\n—\n\n \n\n \n\n \n\n—\n\n \n\n \n\n \n\n14,020\n\n \n\nJayesh Sanghrajka(2)\n\n \n\n \n\n16,900\n\n \n\n \n\n \n\n14,000\n\n \n\n \n\n \n\n19,140\n\n \n\nInderpreet Sawhney\n\n \n\n \n\n27,730\n\n \n\n \n\n \n\n22,000\n\n \n\n \n\n \n\n33,610\n\n \n\nShaji Mathew\n\n \n\n \n\n13,520\n\n \n\n \n\n \n\n11,000\n\n \n\n \n\n \n\n13,360\n\n \n\n \n\n \n\n \n\n124,516\n\n \n\n \n\n \n\n117,699\n\n \n\n \n\n \n\n158,411\n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\nTotal grants to KMP\n\n \n\n \n\n733,395\n\n \n\n \n\n \n\n498,541\n\n \n\n \n\n \n\n693,761\n\n \n\n \n\nNote: The grants in the table above represent the total number of RSUs as on the respective dates of grant. They do not include forfeitures.\n\n(1)\nNilanjan Roy resigned as Chief Financial Officer of the Company effective March 31, 2024.\n\n(2)\nJayesh Sanghrajka was appointed as Chief Financial Officer of the Company effective April 01, 2024.\n\n \n\nThe equity awards granted under the 2015 Plan shall generally vest within a period of three to four years and the RSUs granted under the 2019 Plan generally vest within a period of three years based on the Company’s achievement of certain performance criteria as laid out in the 2019 Plan and shall be exercisable within the period as approved by the Nomination and Remuneration Committee.\n\nOption Exercises and holdings\n\nThe following table gives details of exercises of RSUs and stock options by KMP for fiscal 2026 under the 2015 Plan and 2019 Plan:\n\n \n\nName of KMP\n\n \n\nNumber of\nRSU\nexercised\n\n \n\n \n\nNumber of\nstock options\nexercised\n\n \n\n2015 Plan: Equity settled\n\n \n\n \n\n \n\n \n\n \n\n \n\nSalil Parekh\n\n \n\n \n\n272,400\n\n \n\n \n\n \n\n—\n\n \n\nJayesh Sanghrajka\n\n \n\n \n\n21,346\n\n \n\n \n\n \n\n6,876\n\n \n\nInderpreet Sawhney\n\n \n\n \n\n44,212\n\n \n\n \n\n \n\n—\n\n \n\nShaji Mathew\n\n \n\n \n\n10,951\n\n \n\n \n\n \n\n—\n\n \n\n \n\n \n\n \n\n348,909\n\n \n\n \n\n \n\n6,876\n\n \n\n2019 Plan: Equity settled\n\n \n\n \n\n \n\n \n\n \n\n \n\nSalil Parekh\n\n \n\n \n\n64,690\n\n \n\n \n\n \n\n—\n\n \n\nJayesh Sanghrajka\n\n \n\n \n\n10,098\n\n \n\n \n\n \n\n—\n\n \n\nInderpreet Sawhney\n\n \n\n \n\n19,933\n\n \n\n \n\n \n\n—\n\n \n\nShaji Mathew\n\n \n\n \n\n5,692\n\n \n\n \n\n \n\n—\n\n \n\n \n\n \n\n \n\n100,413\n\n \n\n \n\n \n\n—\n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\nTotal\n\n \n\n \n\n449,322\n\n \n\n \n\n \n\n6,876\n\n \n\n \n\nThe following table gives details of exercises of RSUs and stock options by KMP for fiscal 2025 under the 2015 Plan and 2019 Plan:\n\n \n\nName of KMP\n\n \n\nNumber of\nRSUs\nexercised\n\n \n\n \n\nNumber of\nstock options\nexercised\n\n \n\n2015 Plan: Equity settled\n\n \n\n \n\n \n\n \n\n \n\n \n\nSalil Parekh\n\n \n\n \n\n306,276\n\n \n\n \n\n \n\n—\n\n \n\nJayesh Sanghrajka(1)\n\n \n\n \n\n30,621\n\n \n\n \n\n \n\n—\n\n \n\nInderpreet Sawhney\n\n \n\n \n\n47,386\n\n \n\n \n\n \n\n—\n\n \n\nShaji Mathew\n\n \n\n \n\n10,642\n\n \n\n \n\n \n\n—\n\n \n\n \n\n \n\n \n\n394,925\n\n \n\n \n\n \n\n—\n\n \n\n2019 Plan: Equity settled\n\n \n\n \n\n \n\n \n\n \n\n \n\nSalil Parekh\n\n \n\n \n\n39,141\n\n \n\n \n\n \n\n—\n\n \n\nJayesh Sanghrajka(1)\n\n \n\n \n\n6,494\n\n \n\n \n\n \n\n—\n\n \n\nInderpreet Sawhney\n\n \n\n \n\n14,499\n\n \n\n \n\n \n\n—\n\n \n\nShaji Mathew\n\n \n\n \n\n3,602\n\n \n\n \n\n \n\n—\n\n \n\n \n\n \n\n \n\n63,736\n\n \n\n \n\n \n\n—\n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\nTotal\n\n \n\n \n\n458,661\n\n \n\n \n\n \n\n—\n\n \n\n \n\n(1)\nJayesh Sanghrajka was appointed as Chief Financial Officer of the Company effective April 01, 2024.\n\nThe following table gives details of exercises of RSUs, and stock options by KMP for fiscal 2024 under the 2015 Plan and 2019 Plan:\n\n \n\nName of KMP\n\n \n\nNumber of\nRSUs\nexercised\n\n \n\n \n\nNumber of\nstock options\nexercised\n\n \n\n2015 Plan: Equity settled\n\n \n\n \n\n \n\n \n\n \n\n \n\nSalil Parekh\n\n \n\n \n\n258,636\n\n \n\n \n\n \n\n—\n\n \n\nNilanjan Roy(1)\n\n \n\n \n\n28,108\n\n \n\n \n\n \n\n—\n\n \n\nInderpreet Sawhney\n\n \n\n \n\n12,075\n\n \n\n \n\n \n\n—\n\n \n\nShaji Mathew\n\n \n\n \n\n2,343\n\n \n\n \n\n \n\n2,626\n\n \n\nMohit Joshi(2)\n\n \n\n \n\n40,090\n\n \n\n \n\n \n\n—\n\n \n\n \n\n \n\n \n\n341,252\n\n \n\n \n\n \n\n2,626\n\n \n\n2019 Plan: Equity settled\n\n \n\n \n\n \n\n \n\n \n\n \n\nSalil Parekh\n\n \n\n \n\n32,447\n\n \n\n \n\n \n\n—\n\n \n\nNilanjan Roy(1)\n\n \n\n \n\n15,834\n\n \n\n \n\n \n\n—\n\n \n\nInderpreet Sawhney\n\n \n\n \n\n13,499\n\n \n\n \n\n \n\n—\n\n \n\nShaji Mathew\n\n \n\n \n\n6,667\n\n \n\n \n\n \n\n—\n\n \n\nMohit Joshi(2)\n\n \n\n \n\n19,000\n\n \n\n \n\n \n\n—\n\n \n\n \n\n \n\n \n\n87,447\n\n \n\n \n\n \n\n—\n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\nTotal\n\n \n\n \n\n428,699\n\n \n\n \n\n \n\n2,626\n\n \n\n \n\n(1)\nNilanjan Roy resigned as Chief Financial Officer of the Company effective March 31, 2024.\n\n(2)\nMohit Joshi, resigned as President effective March 11, 2023, and was on leave till June 9, 2023 which was his last date with the company.\n\n \n\nThe following table gives details of outstanding RSUs and stock options held by KMPs as of March 31, 2026:\n\n \n\n \n\n \n\nAs of March 31, 2026\n\n \n\nName of KMP\n\n \n\nRSU\n\n \n\n \n\nStock Options\n\n \n\n2015 Plan: Equity settled\n\n \n\n \n\n \n\n \n\n \n\n \n\nSalil Parekh\n\n \n\n \n\n312,047\n\n \n\n \n\n \n\n—\n\n \n\nJayesh Sanghrajka\n\n \n\n \n\n71,180\n\n \n\n \n\n \n\n53,020\n\n \n\nInderpreet Sawhney\n\n \n\n \n\n154,172\n\n \n\n \n\n \n\n136,060\n\n \n\nShaji Mathew\n\n \n\n \n\n47,560\n\n \n\n \n\n \n\n42,190\n\n \n\n \n\n \n\n \n\n584,959\n\n \n\n \n\n \n\n231,270\n\n \n\n2019 Plan: Equity settled\n\n \n\n \n\n \n\n \n\n \n\n \n\nSalil Parekh\n\n \n\n \n\n66,366\n\n \n\n \n\n \n\n—\n\n \n\nJayesh Sanghrajka\n\n \n\n \n\n44,813\n\n \n\n \n\n \n\n—\n\n \n\nInderpreet Sawhney\n\n \n\n \n\n69,620\n\n \n\n \n\n \n\n—\n\n \n\nShaji Mathew\n\n \n\n \n\n34,363\n\n \n\n \n\n \n\n—\n\n \n\n \n\n \n\n \n\n215,162\n\n \n\n \n\n \n\n—\n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\nTotal\n\n \n\n \n\n800,121\n\n \n\n \n\n \n\n231,270\n\n \n\n \n\n \n\n \n\nTerm of Office\n\n \n\nNandan M. Nilekani, Non-executive and Non-independent Chairman, retires by rotation at the 2026 Annual General Meeting pursuant to applicable provisions on rotation of directors as per Indian Companies Act, 2013. Being eligible for re-appointment as director, Nandan M. Nilekani has sought re-appointment and the Board has recommended the same for the approval of the shareholders.\n\nThe Indian Companies Act, 2013 precludes independent directors from retiring by rotation. Independent directors shall hold office for a term up to five consecutive years on the board of directors of the company and will be eligible for re-appointment on passing of a special resolution by the Company. The term of office of each of the directors as of June 15, 2026, is given below:\n\n \n\nName\n\n \n\nDate when Current\nTerm of Office Began (1)\n\n \n\nExpiration / Renewal Date of\nCurrent Term of Office (2)\n\n \n\nWhether Term of\nOffice is subject to\nretirement by rotation\n\n \n\nNandan M. Nilekani\n\n \n\nAugust 24, 2017\n\n \n\nNA\n\n \n\nYes\n\n \n\nSalil Parekh\n\n \n\nJanuary 2, 2018\n\n \n\nMarch 31, 2027\n\n \n\nYes\n\n \n\nD. Sundaram\n\n \n\nJuly 14, 2022\n\n \n\nJuly 13, 2027\n\n \n\n \n\n—\n\n \n\nMichael Gibbs\n\n \n\nJuly 13, 2021\n\n \n\nJuly 12, 2026\n\n \n\n \n\n—\n\n \n\nBobby Parikh\n\n \n\nJuly 15, 2023\n\n \n\nJuly 14, 2028\n\n \n\n \n\n—\n\n \n\nChitra Nayak\n\n \n\nMarch 25, 2024\n\n \n\nMarch 24, 2027\n\n \n\n \n\n—\n\n \n\nGovind Iyer\n\n \n\nJanuary 12, 2023\n\n \n\nJanuary 11, 2028\n\n \n\n \n\n—\n\n \n\nHelene Auriol Potier\n\n \n\nMay 26, 2026\n\n \n\nMay 25, 2031\n\n \n\n \n\n—\n\n \n\nNitin Paranjpe\n\n \n\nJanuary 1, 2024\n\n \n\nDecember 31, 2028\n\n \n\n \n\n—\n\n \n\nDiane Enberg Jurgens\n\n \n\nApril 22, 2026\n\n \n\nApril 21, 2029\n\n \n\n \n\n—\n\n \n\n \n\n(1)\nFor executive directors, this is the date such director was appointed as an executive director. For non-executive directors, this is the date such director was appointed / re-appointed as a director not liable to retire by rotation.\n\n(2)\nFor executive directors, this is the date when such director’s current term of appointment as an executive director expires.\n\n \n\nEmployment and Indemnification agreements\n\nUnder the Indian Companies Act, 2013 our shareholders must approve the salary, bonus and benefits including stock incentives of all our executive directors. We have entered into agreements with our executive director, Salil Parekh, Chief Executive Officer and Managing Director. Refer to the section titled “Material Contracts” in Item 10 of this Annual Report on Form 20-F for the details of his contracts.\n\nWe have also entered into agreements to indemnify our directors and officers for claims brought against them to the fullest extent permitted under applicable law. These agreements, among other things, indemnify our directors and officers for certain expenses, judgments, fines and settlement amounts incurred by any such person in any action or proceeding, including any action by or in the right of Infosys Limited, arising out of such persons’ services as our director or officer, expenses in relation to public relation consultation if required.\n\nThe form of indemnification agreement for directors and officers were filed previously as an exhibit to the Annual Report on Form 20-F. Other than the appointment and indemnification agreements referred to in this paragraph, we have not entered into any agreements with non-executive directors.\n\nBoard Leadership Structure\n\nNandan M. Nilekani is the Non-Executive, Non-Independent Chairman of the Board (“Chairman”) effective August 24, 2017, and Salil Parekh is the Chief Executive Officer and Managing Director (“CEO & MD”) effective January 2, 2018. The Board appointed D. Sundaram as the Lead Independent Director effective March 23, 2023. D. Sundaram is also the Chairperson of the Nomination and Remuneration and Risk Management Committees. Nitin Paranjpe, Independent Director, was appointed as Vice Chairman of the Board of Directors effective April 30, 2026.\n\n \n\nThe responsibilities and authority of the Chairman, Vice Chairman, the CEO & MD and the Lead Independent Director are as follows:\n\n \n\nChairman\n\n \n\nThe Company has separated the role of Chairman and the CEO & MD to create a more balanced governance structure. The Chairman leads the Board and is responsible for fostering and promoting the integrity of the Board while nurturing a culture in which the Board works harmoniously for the long-term benefit of the Company and all its stakeholders. He presides over all meetings of the Board and of the shareholders of the Company.\n\n \n\nThe Chairman takes a lead role in managing the Board and facilitates effective communication among directors. He is responsible for overseeing matters pertaining to governance, including the organization, composition and effectiveness of the Board and its committees, and performance of individual directors.\n\nThe Chairman actively works with the Nomination and Remuneration Committee to plan the composition of the Board and Board Committees, induct directors to the Board, plan for director succession, participate effectively in the Board evaluation process and meet with individual directors to provide constructive feedback and advice.\n\nVice Chairman\n\nThe Vice Chairman of the Board serves as a senior member of the board of directors, assisting the Chairman in the discharge of governance responsibilities and in the provision of strategic leadership to the organization. This role entails presiding over Board meetings in the Chairman’s absence, supporting the development of board agendas, facilitating effective communication between the board and management and bolstering the Board-level strategic oversight of strategy, risk, performance, and corporate governance.\n\n \n\nCEO & MD\n\n \n\nThe CEO & MD is responsible for executing corporate strategy in consultation with the Board, as well as for brand equity, planning, building external contacts and all matters related to the management of the Company. He is responsible for achieving annual and long-term business targets. The CEO & MD also monitors the external and internal competitive landscape and new industry developments and standards, identifies opportunities for expansion and acquisition, and builds relationships with customers and markets to enhance shareholder value and implementing the organization’s vision, mission, and overall direction.\n\nThe CEO & MD acts as a link between the Board and the Management and is also responsible for leading and evaluating the work of other executive leaders.\n\n \n\nLead Independent Director\n\nThe lead independent director was appointed by the Board to ensure robust independent leadership of the Board. The general authority and responsibilities of the lead independent director are decided by the group of independent directors. The lead independent director also performs additional duties as determined by the Board.\n\nThe lead independent director provides leadership to the independent directors, liaises on behalf of the independent directors and ensures Board effectiveness in maintaining high-quality governance of the organization and effective functioning of the Board.\n\nBoard’s Role in Risk Oversight\n\nOur Board is responsible for overall oversight of risk management. The Risk Management Committee, comprising of independent directors, assists the Board in fulfilling its corporate governance oversight responsibilities with regard to the identification, evaluation and mitigation of strategic, operational, and external environment risks. The Risk Management Committee has the overall responsibility of monitoring and approving the enterprise risk management framework and associated practices of the Company. It is also responsible for reviewing and approving risk disclosure statements in public documents or disclosures.\n\nAs part of exercising its risk oversight, the Board receives periodic presentations from Company officials with respect to cybersecurity and other information security matters, and both the Audit and Risk Management Committees of the Board receive regular updates from Company’s management regarding cybersecurity matters. The Company’s cybersecurity policy and risk management framework is presented annually to Risk Management Committee of the Board. The Company’s management meet on a periodic basis to discuss cybersecurity and other information security matters relevant to the Company and to oversee the Company’s adherence to its information security program.\n\nBoard Member Evaluation\n\nOne of the key functions of the Board is to monitor and review the Board evaluation framework. The Board works with the Nomination and Remuneration Committee to lay down the evaluation criteria for the performance of the Chairman, the Board, Board committees, and executive / non-executive / independent directors through peer evaluation, excluding the director being evaluated.\n\nIndependent directors have three key roles – governance, control and guidance. Some performance indicators, based on which the independent directors are evaluated, include:\n\n•\nThe ability to contribute to and monitor our corporate governance practices.\n\n•\nThe ability to contribute by introducing international best practices to address business challenges and risks.\n\n•\nActive participation in long-term strategic planning.\n\n•\nCommitment to the fulfillment of a director’s obligations and fiduciary responsibilities; these include participation in Board and committee meetings.\n\n•\nTo undertake a formal and rigorous Board review annually, in order to improve the effectiveness of the Board; its committees; and that of each individual director.\n\nThe Board had engaged Egon Zehnder, a leadership advisory firm on board matters, to conduct the Board evaluation for fiscal 2026. The evaluation process focused on Board dynamics, softer aspects, committee effectiveness and information flow to the Board or its committees, among other matters. The methodology included various techniques such as questionnaires, one-on-one discussions, etc. The aspects of succession planning and committee composition were also considered. The Board evaluation process was completed during fiscal 2026. During the year, the recommendations of the previous year’s Board evaluation were discussed with the Board and individual feedback was provided. Progress on recommendations from last year and the current year’s recommendations were discussed.\n\nFurther, the evaluation process was based on the affirmation received from the independent directors that they met the independence criteria as required under the Companies Act 2013, the Listing Regulations and the NYSE listing manual.\n\nSuccession Planning\n\nThe Nomination and Remuneration Committee works with the Board on the leadership succession plan to ensure orderly succession in appointments to the Board and in senior management positions. The Company strives to maintain an appropriate balance of skills and experience within the organization and the Board in an endeavor to introduce new perspectives while maintaining experience and continuity. In addition, promoting senior management within the organization fuels the ambitions of the talent force to earn future leadership roles.\n\nBoard and Management Changes\n\n \n\nInductions:\n\nDiane Enberg Jurgens was appointed as an Independent director for a period of three (3) years effective from April 22, 2026 to April 21, 2029.\n\nNitin Paranjpe, Independent Director, was appointed as Vice Chairman of the Board effective April 30, 2026.\n\n \n\nReappointment\n\nHelene Auriol Potier, Independent Director,was reappointed for a second term of five (5) years effective from May 26, 2026 to May 25, 2031.\n\n \n\nRetirements and resignations:\n\nDuring the year there was no retirement or resignation of Directors or KMP.\n\n \n\nBoard Committees\n\n \n\nAs of March 31, 2026, the Board had six committees: Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee, Risk Management Committee, Corporate Social Responsibility (“CSR”) Committee and Environment, Social and Governance Committee. All committees comprise only independent directors, one of whom is chosen as the chairperson of the committee. Additionally, the Board has created a Cybersecurity Risk Sub-Committee of the Risk Management Committee.\n\n \n\nDuring the year, all recommendations made by the committees were approved by the Board.\n\n \n\nThe charters governing these committees and corporate governance guidelines are posted on our website at https://www.infosys.com/investors/corporate-governance/Pages/policies.aspx.\n\nThe Board, in consultation with the Nomination and Remuneration Committee, is responsible for assigning and determining terms of service for committee members.\n\nThe Chairman of the Board, in consultation with the Company Secretary and the respective committee chairperson, determines the frequency of the committee meetings. Generally, all the committees meet four times a year. The recommendations of the committees are submitted to the Board for approval. During the year, all the recommendations of the committees were approved by the Board. The quorum for meetings is the higher of two members or one-third of the total number of members of the committee.\n\nAudit Committee\n\nThe Audit Committee is comprised of four independent directors, each of whom was determined by the Board to be an independent director under applicable NYSE rules and Rule 10A-3 under the Exchange Act. They were:\n\n \n\n▪\nBobby Parikh, Chairperson and Financial Expert\n\n▪\nD. Sundaram, Financial Expert\n\n▪\nMichael Gibbs\n\n▪\nNitin Paranjpe\n\nThe Company Secretary acts as the secretary to the Audit Committee.\n\nThe primary objective of the Audit Committee is to assist the Board with oversight of: (i) the accuracy, integrity and transparency of the Company’s financial statements with adequate and timely disclosures; (ii) compliance with legal and regulatory requirements; (iii) the Company’s independent auditor’s professional qualifications and independence; (iv) the performance of the Company’s independent auditors and internal auditors; and (v) acquisitions and investments made by the Company.\n\nThe Audit Committee met ten times during fiscal 2026.\n\nThe Audit Committee approved, and the Board adopted the Related Party Transaction Policy, Code on Fair Disclosure and Investor Relations and Insider Trading Policy. The policies that are required to be published are available on our website: https://www.infosys.com/investors/corporate-governance/Pages/policies.aspx\n\nIn India, we are listed on the BSE Limited (BSE) and the National Stock Exchange of India Limited (NSE). We are also listed on the NYSE in the United States. In India, Regulation 18 of the Listing Regulations and in the United States, the Blue-Ribbon Committee set up by the U.S. Securities and Exchange Commission (SEC) mandate that listed companies adopt an appropriate Audit Committee charter. The Committee is guided by the charter adopted by the Board, available on the Company’s website, at https://www.infosys.com/investors/corporate-governance/documents/audit-committee-charter.pdf.\n\nSee Item 18 for the report of the Audit Committee.\n\nNomination and Remuneration Committee\n\nThe Nomination and Remuneration Committee is comprised of four independent directors, each of whom was determined by the Board to be an independent director under applicable NYSE rules. They were:\n\n \n\n▪\nD. Sundaram, Chairperson\n\n▪\nMichael Gibbs\n\n▪\nGovind Iyer\n\n▪\nNitin Paranjpe\n\nThe main objectives and responsibilities of the Nomination and Remuneration Committee of the Board are to (i) assist the Board in discharging its responsibilities relating to remuneration of the Company’s Directors, Key Managerial Personnel (KMP) and Senior Management; (ii) evaluate and approve the adequacy of the remuneration plans, policies, programs and succession plans for Company’s Directors, KMP and Senior Management and identify individuals for appointment to such positions in accordance with prescribed criteria, and recommend their appointment and removal to the Board (iii) formulate the criteria for determining qualifications, positive attributes and independence of a director and for performance evaluation of directors on the Board (iv) administration of equity based plans/ schemes approved by the shareholders; (v) oversee the Company’s nomination process for the KMP and senior management and identify, screen and review individuals qualified to serve as directors, KMP and senior management consistent with the criteria approved by the Board; (vi) recommend the appointment and removal of Directors, for approval at the annual meeting of shareholders ; (vii) carry out evaluation of the performance of the Board and review the evaluation’s implementation and compliance; (viii) leadership development (ix) develop and maintain corporate governance policies applicable to the Company; and (x) devise a policy on Board diversity.\n\nThe Nomination and Remuneration Committee oversees key processes by which the Company recruits new members to its Board, and the processes by which the Company recruits, motivates and retains outstanding senior management as well as the Company’s overall approach to human resources management.\n\nThe Nomination and Remuneration Committee met four times during fiscal 2026.\n\nThe committee charter and policy are available on our website, at:\n\nCharter: https://www.infosys.com/investors/corporate-governance/documents/nomination-remuneration-committee-charter.pdf ;\n\nPolicy: https://www.infosys.com/investors/corporate-governance/documents/nomination-remuneration-policy.pdf\n\nRisk Management Committee\n\nThe Risk Management Committee is comprised of seven independent directors each of whom was determined by the Board to be an independent director under applicable NYSE rules. They were:\n\n▪\nD. Sundaram, Chairperson\n\n▪\nMichael Gibbs\n\n▪\nBobby Parikh\n\n▪\nChitra Nayak\n\n▪\nGovind Iyer\n\n▪\nHelene Auriol Potier\n\n▪\nNitin Paranjpe\n\n \n\nThe primary objectives of the Risk Management Committee are to (i) assist the Board in fulfilling its oversight responsibilities with regard to the identification, evaluation and mitigation of strategic, operational, and external environment risks; (ii) monitor and approve the enterprise risk management framework and associated practices of the Company; (iii) periodically assess risks to the effective execution of business strategy and review key leading indicators in this regard; (iv) periodically review the risk management processes and practices of the Company and ensure that the Company is taking the appropriate measures to achieve prudent balance between risk and reward in both ongoing and new business activities; (v) evaluate significant risk exposures of the Company and assess the Management’s actions to mitigate the exposures in a timely manner; (vi) evaluate risks related to cybersecurity and ensure appropriate procedures are in place to mitigate these risks in a timely manner; (vii) coordinate its activities with the audit committee in instances where there is any overlap with audit activities; (viii) review and reassess the adequacy of the Risk Management Committee Charter periodically and recommend any proposed changes to the Board for approval; (ix) ensure access to any internal information necessary to fulfill its oversight role and obtain advice and assistance from internal or external legal, accounting or other advisors; and (x) appoint, remove and approve terms of remuneration of the Chief Risk Officer.\n\n \n\nThe Risk Management Committee met four times during fiscal 2026.\n\n \n\nThe Risk Management Committee charter is available on the Company’s website: https://www.infosys.com/investors/corporate-governance/documents/risk-management-committee-charter.pdf\n\n \n\nCybersecurity Risk Sub-committee\n\n \n\nThe Cybersecurity Risk Sub-committee is comprised of five independent directors:\n\n \n\n▪\nMichael Gibbs, Chairperson and Cybersecurity expert\n\n▪\nD. Sundaram\n\n▪\nGovind Iyer\n\n▪\nChitra Nayak\n\n▪\nHelene Auriol Potier (1)\n\n \n\n(1) Helene Auriol Potier was appointed as a member to the Cyber Security (Risk Sub-Committee) effective August 1, 2025\n\n \n\nThe objective of the Sub-committee is to assess cybersecurity related risks and the preparedness of the Company to mitigate and react to such risks. The Sub-committee meets periodically and recommends its findings, if any, to the Risk Management Committee.\n\n \n\nThe Sub-committee met four times during fiscal 2026.\n\nStakeholders Relationship Committee\n\nThe Stakeholders Relationship Committee is comprised of four independent directors. They were:\n\n \n\n▪\nMichael Gibbs, Chairperson\n\n▪\nD. Sundaram\n\n▪\nBobby Parikh\n\n▪\nChitra Nayak\n\n \n\nThe Board has appointed A.G.S. Manikantha, Company Secretary, as the Compliance Officer, as required under the Listing Regulations and the Nodal Officer to ensure compliance with the Investor Education Protection Fund (\"IEPF\") Rules.\n\n \n\nThe primary objectives of the Committee are to: (i) consider and resolve the security holders’ concerns or complaints; (ii) monitor and review the investor service standards of the Company; (iii) take steps to develop an understanding of the views of shareholders about the Company, either through direct face-to-face interaction, analysts’ briefings or survey of shareholders; and (iv) oversee and review the engagement and communication plan with shareholders and ensure that the views and concerns of the shareholders are highlighted to the Board at the appropriate time and that steps are taken to address such concerns.\n\n \n\nThe purpose of the Committee is to assist the Board and the Company to oversee the various aspects of interests of stakeholders of the Company. The term ‘stakeholder’ includes shareholders and other security holders.\n\n \n\nThe Stakeholders Relationship Committee met four times during fiscal 2026.\n\nThe Stakeholders Relationship Committee charter is available on the Company’s website, at: https://www.infosys.com/investors/corporate-governance/documents/stakeholders-relationship-committee.pdf\n\nCorporate Social Responsibility Committee (“CSR Committee”)\n\nThe CSR Committee is comprised of three independent directors. They were:\n\n▪\nGovind Iyer, Chairperson\n\n▪\nChitra Nayak\n\n▪\nMichael Gibbs\n\n \n\nThe primary objective of the Committee is to assist the Board in fulfilling its corporate social responsibility. The Committee has overall responsibility for (i) identifying the areas of CSR activities (ii) recommending the amount of expenditure to be incurred on the identified CSR activities (iii) evaluating CSR proposals received from the Company (iv) implementing and monitoring the CSR Policy from time to time (v) formulating a CSR annual action plan and recommending it to the Board (vi) reviewing the Company’s initiatives and programs (vii) coordinating with Infosys Foundation or agency(ies), such as registered trusts, societies, or Section 8 companies in implementing programs and executing initiatives as per the CSR Policy of the Company\n\n \n\nThe CSR Committee is responsible for identifying the areas of CSR activities, programs and execution of initiatives as per defined guidelines and for overseeing the activities / functioning of the Infosys Foundation, Infosys Foundation\n\nUSA and other initiatives undertaken by the Company, including in Australia and various parts of Europe. The Foundation reports to the Committee the progress of deployed initiatives and guide in making appropriate disclosures on a periodic basis.\n\nThe CSR Committee met four times during fiscal 2026.\n\nThe Committee Charter and Policy are available on our website, at:\n\nCharter:https://www.infosys.com/investors/corporate-governance/documents/corporate-social-responsibility-committee-charter.pdf\n\nPolicy:https://www.infosys.com/investors/corporate-governance/documents/corporate-social-responsibility-policy.pdf\n\nEnvironment, Social and Governance Committee (“ESG Committee”)\n\nThe ESG Committee is comprised of three independent directors. They were:\n\n▪\nChitra Nayak, Chairperson\n\n▪\nGovind Iyer\n\n▪\nHelene Auriol Potier\n\nThe primary objectives and responsibilities of the Committee are : (i) to guide the creation and periodic refresh of the ESG Vision &Ambitions of the company and continuously take into updates on the ESG vision and goals thereon; (ii) review the operation of ESG Council and its working. The Committee may form and delegate authority to sub‑committees as and when appropriate (iii) to ensure that the Company implements appropriate measures to advance its ESG objectives and shall have access to all internal information necessary to fulfil its duties; (iv) to overview periodic ESG disclosures and communications including the annual report sections, ESG reports, Business Responsibility and Sustainability Reporting (BRSR) filings; (v) obtain advice and assistance from internal or external experts, advisors; and (vi) to report to the Board on a periodic basis on the matters reviewed and decisions/recommendations made.\n\nThe ESG Committee met four times during fiscal 2026.\n\n \n\nThe main responsibility of the ESG committee is to guide the ESG journey of the Company which was embarked from 2011. The ESG Committee charter is available on our website at https://www.infosys.com/investors/corporate-governance/documents/environment-social-governance-committee-charter.pdf\n\n \n\nEMPLOYEES\n\n \n\nAs of March 31, 2026, we had 328,594 employees, of which 310,887 were professionals involved in service delivery to clients, including trainees. As of March 31, 2025, we had 323,578 employees, of which 306,599 were professionals involved in service delivery to clients. As of March 31, 2024, we had 317,240 employees, of which 299,814 were professionals involved in service delivery to clients.\n\nAs of March 31, 2026, we had 258,502 employees in India, 32,718 employees in the Americas, 19,176 employees in Europe and 18,198 employees in the rest of the world.\n\n \n\nRETURN TO OFFICE AND HYBRID MODEL OF WORK\n\nIt has been over five years since we at Infosys transitioned to a hybrid work model, balancing between flexibility and better work-life balance for our employees while maintaining collaboration. This shift has enabled us to be more responsive to customer demands, more resilient to disruptions, and more productive, characterized by empathy and flexibility.\n\nFlexibility at Infosys is not a concession, it is a core enabler of sustainable performance. Our hybrid model provides employees with choice in where and how they work across campuses, delivery centers, satellite locations, and remote\n\nenvironments, without compromising collaboration, accountability, or outcomes. Flexible working hours further allow employees to align work with personal priorities, life stages, and team commitments, reinforcing our commitment to WorkLife Harmony.\n\nOur workforce experience reflects this philosophy in practice. A small proportion of employees (approximately 10%) work fully remotely, and a similarly small group (approximately 11%) work entirely from the office. The vast majority of our workforce (approximately 79%) operates in a hybrid manner, underscoring that work at Infosys is truly flexible by design and is shaped by role requirements, team context, and business needs rather than a one-size-fits-all approach.\n\nStructured approach to enabling hybrid work culture:\n\nWe continue to anchor our hybrid work model around the three pillars of work, workspace, and workforce, ensuring alignment across enterprise, unit, and Development Center (DC) levels, as well as regional regulations.\n\nKeeping the employees at the center, below are the enablers we have been leveraging for this smooth transition:\n\n•\nManager-led enablement: Managers play a critical role in operationalizing flexibility. They are supported with data-driven insights to ensure fair workload distribution, identify individuals requiring support, and maintain team effectiveness.\n\n•\nWorkhour and wellbeing monitoring: Proactive monitoring of work patterns enables early identification of excessive workloads, helping mitigate risks of burnout and ensuring sustainable performance.\n\n•\nEquity in experience: Emphasis on ensuring equitable distribution of work and consistent employee experience across work modes.\n\nInitiatives to enhance our Employee Value Proposition (EVP) \n\n \n\nOur Employee Value Proposition aims to inspire and enable our employees to find purpose and make an indelible impact through meaningful work and passionate teams; ensure that our employees continuously learn and grow in their careers and shape our collective future; and create opportunities for every employee to navigate further, powered by our culture and partnered by other employees with shared aspirations.\n\nEMPLOYEE CAREERS & LEARNING AVENUES \n\n•\nThe Infosys Skill-based Organization: The visual maps the complete Skill Journey that powers Infosys’ Skill‑Based Organization- showing how skills are defined, captured, assessed, and translated into identity\n\nand deployment. It highlights how this integrated cycle links seamlessly to the talent lifecycle, ensuring that evolving skills continuously fuel career growth and organizational agility.\n\n•\nInfosys Skills Council: The Infosys Skills Council serves as a strategic forum that brings together business, technology, and HR leaders to shape the company’s skills and capability agenda. The Council provides direction on future skill priorities, ensures alignment between business demand, client expectations and learning investments, strengthens a skills-led approach to workforce readiness. Through this, it helps Infosys stay ahead of rapid technological shifts while enabling employees to continuously build relevant, future-ready capabilities as part of a lifelong learning culture.\n\n•\nSkill Tags Program: Skill Tags is a structured framework that identifies and recognizes colleagues’ proficiency across key technologies through differentiated badges. The program is strengthened with deeper, skill‑focused learning pathways through curated courses, certifications, and choice‑based real digital projects- to ensure learning translates into applied skills and directly supports the organization’s ongoing focus on building future‑ready capabilities. The program has achieved strong scale and adoption, with 10K+ niche, 22K+ premium, and 56K+ standard skill tag holders.\n\n•\nSkill Squad Coaching Ecosystem: A scalable, self-sustaining internal coaching model (launched July 2025) leveraging in-house expertise for peer-to-peer coaching, with platform-enabled tracking, recognition, and rewards – designed to accelerate skill development and nurture a culture of continuous learning and collaboration\n\n•\nWork profiles: We introduced a Work Profile (WP) concept in Demand and Deployment Work Profile is a combination of Technology, Domain, Foundational and Social skills, and refers to the granular skill jobs that the service line engages with the clients. This was launched as a pilot in one of our service lines.\n\n•\nLex: Our in-house learning platform continues to be a significant driver of talent development at Infosys. With remote work firmly established, Lex has evolved to engage employees through hybrid learning models. \n\n•\nLearning and Career: This is a one-stop-portal for all learning and career-related needs of employees with smart integration with other Infosys internal systems like Lex to guide employees on their learning & career journeys. \n\n•\nInternal Marketplace: With reskilling gaining momentum, more employees are acquiring new skills and capabilities. Internal Marketplace serves as a vehicle to match employees with opportunities to provide job rotation in work areas of their choice and capability. \n\n•\nInternal Job Movements: It is a significant platform that connects our talent to internal job opportunities, enabling career movements & promotion and thus ensuring democratization of career opportunities. \n\n•\nHolistic Skill building & Career pathing: For greater success of our talent in their current and future roles, we have outlined the various skills needed including the core foundational and social skills. Further, with Career Canvas, employees can choose their aspired roles and be skill ready for the current & next role through skill-based learning paths. \n\n•\nBridge Programs: Helps employees to develop new skills and shift to new careers that typically require different qualifications. \n\n•\nAccelerate: This helps employees gain exposure to various roles and practical experience with new skills through involvement in short-term internal projects. Powered by an intelligent platform, it allows job creators to publish independent job modules that their job-seeking colleagues can. \n\n•\nPlatinum Club: A niche experience created for our top performers, it is an exclusive group of highly skilled and high performing individuals. The program’s structure ensures diverse career experiences for those who qualify. \n\n•\nManager and leadership development: Through key structured interventions as part of our Global Delivery Talent effectiveness program has contributed tremendously to the key learning and enablement of our leaders across the Company. A basket of offerings has been designed to bring together external\n\nsessions, internal leader facetime, mentoring, cross-skilling, sharing of best practices and collaboration across our various business segments and units. \n\n•\nCapability Quotient (CQ): A holistic framework to measure and build capability across Technology, Domain, Foundational, and Social dimensions, enabling skill‑powered career conversations, career development, and greater internal mobility through holistic skill readiness. The framework is rolled out in a pilot that covers 7,500 employees.\n\n•\nSkill Tags Program: Strengthened the program with deeper, skill‑focused learning pathways through curated courses, certifications, and choice‑based real digital projects- to ensure learning translates into applied skills and directly supports the organization’s ongoing focus on building future‑ready capabilities.\n\n•\nQuarterly Check‑ins & Performance Management Evolution: As a core pillar of the Skill‑Based Organization, we strengthened the skills focus on performance management through an integrated model that unifies skill identification, proficiency assessment, and structured quarterly conversations. This model enables managers to provide holistic guidance- supporting employees in strengthening skills for current‑role fitment, building capabilities for next‑role readiness, and upskilling toward their aspired career pathways. Quarterly check‑ins create space for timely feedback, progress tracking, and expectation alignment, while also fostering deeper engagement. Through these conversations, managers play an active role in coaching, removing blockers, and contributing to employees’ overall development and long‑term growth.\n\n•\nSales Capability Building: Some of the key initiatives under Sales Transformation programs are ZENITH CLUB, an exclusive high-performers club in Global Sales, to recognize & reward consistent high performance in Sales; SYNERGY, a four-week onboarding program for new sales Employees; an eight-week training module covering practical applications of AI in business and responsible AI; ELEVATE, a talent mobility platform, to revolutionize talent management in sales by providing business leaders with competent candidates within the Global Markets; INFUSION ASCENT, an in-person exclusive platform for the new title holders to be trained by Infosys leaders, external trainers and client leaders; ASSURED, a sales leadership program in partnership with Stanford is an exclusive, leadership initiative for leaders to strengthen their financial acumen; SAPIENCE, a program created to help women in sales connect, learn, and grow professionally by providing a platform for them to interact with leaders, receive useful insights, build meaningful relationships, and acquire vital skills to thrive in all elements of their sales journey.\n\n \n\nTalent management at Infosys: Evolving with AI\n\n \n\nAI is redefining talent management at Infosys by moving beyond simple digitization toward intelligent, insight driven people systems. Guided by clear AI-first principles, we are thoughtfully integrating AI-assisted and AI-augmented ways of working, while ensuring strong human oversight and accountability. AI-assisted processes are enabling faster, more consistent, and transparent talent operations, helping streamline routine activities across the employee lifecycle. At the same time, AI-augmented talent management is empowering leaders and managers with deeper visibility into skills, potential, and capability development needs, supporting more informed decisions. At Infosys, keeping the human in the loop remains central. AI strengthens – not replaces judgment, empathy, and ownership, enriching performance conversations, talent movement, succession planning, and development journeys with timely insights. By aligning intentional AI adoption with strong governance and elevated human judgment, Infosys is shaping talent systems that are agile, inclusive, scalable – and deeply human at their core.\n\n \n\nEMPLOYEE EXPERIENCE : AI in Employee Experience\n\n \n\nOur Strategic approach: At Infosys, we recognize that each employee is unique, and so should their journey within the organization. In today’s digital first world, we are harnessing the power of Artificial Intelligence (AI) to deliver personalized experiences at scale. In line with this, we are reimagining the employee experience by integrating AI across the entire talent lifecycle - from recruitment and onboarding to performance management and continuous learning till offboarding. Our approach to AI adoption within the HR function is grounded in a simple belief: technology should make work more human. Guided by responsibility, scalability, and long term value creation, we aligned our\n\nefforts with Infosys’ ESG commitments across governance, people, and technology stewardship. Over the year, we focused on creating AI solutions that not only streamline processes but also strengthen trust, enhance transparency, and support our people at important touchpoints of the employee lifecycle.\n\nSome notable highlights are: \n\nLaunchpad: Launchpad, our mobile/web-based self-service platform, streamlines global onboarding through a seamless, digitally guided experience aligned to the evolving needs of a hybrid workplace.\nPowered by AI capabilities such as OCR-based data extraction and Smart Verify facial recognition, it minimizes manual effort, enables faster, secure identity validation, and significantly enhances onboarding efficiency and candidate experience.\n\nInfosys Verify: In response to evolving background verification challenges, Infosys Verify has been integrated with the Talent Management System to ensure responsive, reliable, and business-aligned hiring decisions.\nIn Phase 1 of BGC transformation, AI-led agentic interventions now support complex verification tasks—enabling actions such as DV report validation, Launchpad document checks, and automated workflows to streamline decision-making and improve operational efficiency. \n\nInfyMe: Our mobile-first, self-service platform integrates over 200 service touchpoints into a single, intuitive interface. InfyMe is designed to be seamlessly contextual, aiding networking and collaboration among our employees anytime, anywhere. We continue to enrich our InfyMe app with more services that enable teams to operate, connect and collaborate easily, particularly in the hybrid work model.\n\nNAVI: Now available on the InfyMe homepage, Navi is Infosys’ intelligent assistant that simplifies access to policies, data, and employee services with minimal manual effort. It enables quick, seamless retrieval of information—from leave details to team insights—while continuously learning to enhance employee experience and productivity.\n\nOur NAVI-powered interventions\n\nData Assist: This natural language friendly AI assistant can be used to query data related to leave, attendance, allocation, assets, confirmation, master data etc., of self and the team.\n\nPolicy Advisor: The AI assistant will respond to employee queries by interpreting policy documents and personalize interactions based on individual employees.\n\nMoments That Matter (MTM): MTM has been ideated to become a celebration platform which will be integrated into all celebrations, small or big, throughout the employee life cycle. Smart alerts inform employees on upcoming moments that matter in their teams, and they can use AI to generate cards and messages to their colleagues and teams. Smart alerts inform employees on upcoming moments that matter in their team and they can use AI to generate cards and messages to their colleagues and teams.\n\nPulse Analysis: Our AI driven Pulse analysis also empowers continuous listening, helping us identify employee sentiment and act early to enhance well-being and engagement. For managers and leaders, AI tools enable intuitive access to data, proactive nudges, and insights that support informed, empathetic decision-making.\n\nLearning and Development: In Learning and Development, we are deploying generative AI to deliver personalized learning paths, simulate real-world scenarios, and assist in content creation. AI companions on our learning platform Lex, such as Zoiee and SynthAIz, provide intelligent tutoring, summarization, and contextual learning support. These innovations ensure every employee receives guidance aligned to their goals, skill levels, and preferred learning styles. From automated offboarding to retention analysis, AI also supports thoughtful transitions while maintaining a human touch.\n\nREWARDS & RECOGNITION\n\n \n\nWe believe that timely rewards and recognition lead to a highly satisfied and motivated workforce. Several awards are facilitated for employees throughout the year and career stages:\n\n•\nAwards for Excellence (AFE) – Dubbed the Academy Awards of Infosys, AFE celebrates the top performers across the company in various categories.\n\n•\nGracias – Peer appreciation portal\n\n•\nInsta Awards – Instant recognition from managers\n\n•\nRISE Awards – Based on quarterly/ half-yearly performance\n\n•\nUnit, GEO, Account, DC Rise Awards, ACE Awards, Kudos and Glory Awards - Quarterly and half-yearly recognition across units, accounts, and geographies.\n\n•\nWow Awards – Acknowledging outstanding contributions to the account or unit.\n\n•\nPM Elite+ – Recognizing best managed projects and top project management talent\n\n•\nLeadership by Example Award – Honoring exemplary leadership\n\n•\nManagers with Great Teams Awards, People Health Champions Awards, Maximus Awards, BTN Awards, Best Manager Awards – Spotlighting team engagement and managerial excellence.\n\n \n\n \n\nEMPLOYEE CARE AND CONNECT; CREATING A POSITIVE WORK ENVIRONMENT  \n\nCommunities & Engagement | Family & Tech | Compliance & Employee Volunteerism | Wellness & Exclusives\n\n•\nASHI:  Our assurance to our employees towards providing a harassment-free workplace is reflected in our flagship program - ASHI (Anti-Sexual Harassment Initiative). Our policy prohibits sexual harassment of any kind and / or on the basis protected by federal, state, or local law or ordinance or regulation. It applies to all people involved in the operation of the Group and prohibits unlawful harassment from / to any employee of the Company towards other employees including supervisors, vendors, and clients. The philosophy of the policy is to ensure Zero Occurrence and Zero Tolerance of sexual harassment. While the former strives towards awareness creation among employees, the latter achieves the Company’s goal of taking responsible action against sexual harassment of any kind. There are periodic interventions to educate and enable employees and the contract staff.  \n\n•\nHEAR: Our intent is to encourage and facilitate informal resolution of employee grievances. However, when matters cannot be resolved through discussions with the employee's immediate supervisor and supervisor's manager, we provide for a formal review procedure as part of the grievance resolution process, called HEAR (Hearing Employees and Resolving). HEAR covers concerns/matters under managerial issues, process / policy eligibility, discrimination at the workplace, performance management, interpersonal issues, etc. \n\n•\nHALE: Infosys’ Health Assessment & Lifestyle Enrichment (HALE) program is a non-monetary employee benefit and has been recognized as the best internal brand with great recall and participation. Our wellness philosophy stands on four pillars i.e. Physical, Emotional, Social well-being and Safety. All our interventions that we co-create with extended teams, business units, and external partners are to cater to the needs & asks of our employees. Our Philosophy at HALE is a proactive approach to health and lifestyle enrichment aimed at increased awareness and overall well-being, resulting in reduced stress levels, a safe work environment, a happier workforce, and improved productivity levels. At Infosys, we believe thriving extends beyond professional success; it includes holistic growth—mentally, physically, socially, and emotionally. \n\n•\nInfosys Way of Life: The Infosys Way of Life is an embodiment of our enduring commitment to a strong, positive culture that is at the heart of our existence.  It becomes even more important in the hybrid work environment and as we welcome new employees. This initiative is crucial in fostering collaboration, innovation, and inclusion. It is shaped by meaningful conversations and actions aimed at reinvigorating our culture, anchored in five core cultural markers: Care, Values (C-LIFE), Collaboration, Learning, and Inclusion, inviting every Infoscion to play an active role in nurturing a vibrant workplace \n\n•\nC-LIFE: Defines and guides our approach each day and influences every change we make for ourselves, our company, and our clients. CLIFE, as outlined in our Code of Conduct, stands for Client value, Leadership by example, Integrity & Transparency, Fairness, and Excellence. These values form the\n\nfoundation of our daily lives at the workplace and shape our company culture. They should be exemplified by each and every one of us at Infosys.\n\n•\nBehavior Matters: This campaign encourages employees to embody positive workplace behavior every day. \n\n•\nInfyTribes: Conceptualized as a sustainable community ecosystem, InfyTribes, spread across 12+ countries, 30K+ members, 120K+ followers have probably become one of the biggest innovations in the people space, with a potential to expand and grow more resulting in direct impact of employee satisfaction. The InfyTribes have become a GLOCAL initiative now which is largest community in Infosys history.\n\n•\nINFYusion: Probably the most revolutionary of all, with acceptance and praise across the board, INFYusion 2025, the second edition was bigger, better and bolder. The concept of bringing together the finalists across different segments of sports and culture and creating the engagement of its class, we plan to grow this every year. We had 1200+ finalists, 30K+ participation across all DCs, and 1.2M+ social media impressions. The overall championship saw Pune DC winning Gold followed by Silver for Mysore DC and Bronze for Bangalore DC. We also had an introduction of Unit Championship in this edition, and we had IQE unit winning Gold followed by ENG unit winning Silver and CIS unit winning Bronze. The grand finale held at Mysore DC was a 3-day extravaganza of sports and culture #INFYusion 2025 has been an incredible milestone in employee engagement, a celebration of passion, talent, and camaraderie with an unmissable #OneInfy spirit.\n\n•\nPetit Infoscion day: 100K+ footfall across 20 DCs - highest ever! | 31K+ Petits – 33% increase from last year | World Record in Wonder Book of Records | Live Performances including Mentalist Performance and Zumba Sessions | Virtual Engagements including virtual photobooth, Sci-Fi Quiz and Virtual Games | 5048 PIRS certificates awarded to Petits across 20 DC locations | 25K+ lucky draw entries.\n\n•\nBring your kid to work: The 2025 edition of \"Bring Your Kids to Work\" week, brought our campuses to life with joy, creativity and connection. A special highlight for this year was the empathy-building, CSR driven activities that helped our young visitors understand the value of giving back. This year we welcomed a total of 10, 300+ kids at 21 DCs. 4190+ kids participated in the CSR activities across DCs. We also had hybrid engagement which saw 1600+ kids participating. From art and craft activities to dance and music extravaganzas, the kids had a great time exploring the fun side of Infosys. The infectious enthusiasm of our young visitors left a lasting impression on us all. The week showcased collaborative spirit and dedication of our One Infy Team.\n\n•\nStellar Saturday: This year’s Stellar Saturday was a true celebration of the culture that defines Infosys, where collaboration, creativity, and community come together. Our campuses came alive as we opened our doors to friends and families, giving them a glimpse of the Infosys Way of Life and what makes Infosys so special. Across 14 DCs, over 42K+ participants including 26K+ Infoscions and 17K+ friends and family members, joined us to experience the vibrant spirit of Infosys through a day filled with engagement and joy.\n\n \n\nAWARDS\n\n•\nInfosys has been recognized as the ‘Global Top Employer 2026’ for the 6th consecutive year.\n\n•\nInfosys has been recognized as a top 5 global employer across all regions and top ranked in 19 of the 20 participating countries.\n\n•\n#1 in APAC & Middle East\n\n•\n#2 in North America\n\n•\n#4 in Europe\n\n•\nInfosys has been recognized among LinkedIn’s Top Companies 2025 in India\n\n•\nInfosys has been recognized as a Great Place to Work and certified across China, the UK and Germany.\n\n•\nInfosys Limited recognized among the Top 100 India's Best Workplaces™ for Women 2025, Large Category.\n\n•\nInfosys won the Employee Experience Award by ET HR World in the Exceptional Employee Experience - Large Enterprises category\n\n•\nInfosys has been recognized as one of the Best Companies for Women in India in 2025, earning a place in the Hall of Fame for the 8th consecutive year.\n\n•\nInfosys was ranked #1 for ASHI practices and was recognized among the 2025 Avtar & Seramount Best Companies for Women in India (IT sector).\n\n•\nInfosys improved its Top Employer EMEA ranking, moving from #5 in FY25 to #4 in FY26.\n\n•\nInfosys won the Economic Times ‘Company with Great Managers’ award for the sixth year.\n\n•\nInfosys has been recognized as one of the Top 10 Best Companies for Women in India 2025, by Avtar and Seramount.\n\n•\nInfosys has been recognized by Great Place to Work among India’s Top 100 Best Workplaces for Women 2025, Large category.\n\nRECRUITMENT\n\nAs of March 31, 2026, we had 328,594 employees, of which 310,887 were professionals involved in service delivery to clients, including trainees.\n\nWe attract and hire a multi-dimensional workforce across all IT specializations. We have built robust relationships with top institutions globally and recruit students who have consistently shown high levels of achievement. We also have been globally recognized for our HackWithInfy initiative, an online coding contest, which also helps us attract the best coders into our organization. We have continued upscaling our InfyTQ platform, which brings the best of our Mysuru training to the hands of the learners across the country.\n\nWe evolved from a virtual-only mode to a hybrid model of virtual and in-person recruitment and have further strengthened our recruitment process by introducing AI. During fiscal 2026, we received 5,884,480 employment applications, interviewed 450,901 applicants and extended offers of employment to 87,286 applicants. These statistics do not include our subsidiaries.\n\nEducation, training and assessment (ETA)\n\nInfosys continues to invest in developing human potential for the organization, and the world at large. We are now experiencing the play of Human + AI in multiple fields, including learning. This technology wave gives us the ability to hyper personalize learning, at scale, across all our learning offerings. These efforts have helped us garner external accolades from Brandon Hall and ATD Best.\n\nThe Foundation Training Program, anchored across India and multiple other countries enables newly onboarded entry-level hires to transform into corporate professionals. Comprising over 40+ technology streams, the curriculum has kept pace with the dynamic business requirements and the preferred pedagogical approach of the current generation of talent. Generative AI and prompt engineering courses have been introduced to ensure freshers are adept in the new skills. In FY26, 10,766 fresh graduates completed the training at Global Education Center ( GEC) campus, Mysore and were released to delivery units, many of whom are first-generation professionals from diverse geographies.\n\nOur Continuous Education Program is aimed at reskilling / upskilling our existing employees with the twin objectives of increasing fulfilment of skilled talents in client projects and enriching their expertise in next-generation digital technologies and methodologies, including gen AI technologies. We provide online self-learning, instructor-led virtual training opportunities along with in-person classroom training opportunities to our employees. Bridge programs help employees with training and internship opportunities to switch to a new career field, while retaining them within the organization. In FY26, 81.8% of our workforce trained with annual employee learning hours averaging at 113.3 hours. Cumulatively, 84% of our workforce is now AI‑aware, reflecting strong progress in future‑ready skills.\n\nLex, our in-house learning platform, offers over 40,000+ curated courses, which includes over 30,000 courses procured from vendor partners both for enterprise consumption and niche communities with specific knowledge requirements. On an average, 37,000 employees used Lex on weekdays and around 8,000 employees used it on weekends, with an\n\naverage learning time of 39 minutes. Infosys Wingspan, our configurable talent transformation platform for clients, is used by several global organizations for their talent transformation programs.\n\nInfosys Springboard, led by a dedicated team of experts collaborating globally with curriculum partners, non-profits, and a global network of leading educational institutions. More than 20,000 courses are available and about 11 million learners across the world are actively consuming content on Infosys Springboard.\n\nINFOSYS LEADERSHIP INSTITUTE\n\nThe Infosys Leadership Institute (ILI), is deeply committed to develop both individual and collective leadership capabilities that align seamlessly with our organizational strategy and objectives. The key objective of Infosys Leadership Institute is to help Infosys and its leaders to lead effectively in an AI-infused future and to reflect, reframe, and rearchitect the leadership imperatives for realizing this future. To fulfill these imperatives, we focus on four strategic areas viz., Succession Planning, Strengthen Leadership Bench Strength, Leadership Capability Development and Inclusive Leadership.\n\n ILI curates immersive, experience-led programs that combine reflection, renewal, and rigor.  These programs bring together world-class faculty, AI immersion workshops, and real industry projects to help leaders reimagine Infosys’ future in an AI-infused world—strengthening their ability to lead through ambiguity, inspire people with purpose, and architect large-scale transformation.\n\n ILI’s focus on development has translated into more than 10,000 leadership learning days for the year, a doubling of average learning days per senior leader, and close to 2,000 personalized one-on-one advisory conversations supporting leaders on their development journeys. Consistently high experience scores, including a 96%+ Net Promoter Score and top-unit internal partner rankings for three consecutive years, reflect the depth, relevance, and impact of ILI’s offerings—reinforcing leadership development as a powerful contributor to leader well-being, experience, and long-term value creation for Infosys.\n\nVisas\n\nAs of March 31, 2026, less than 50% of our employees in the United States held either H-1B visas, which allow the employee to remain in the United States for up to six years as specialty occupation professionals, and L-1 visas, which allow the employee to stay in the United States for up to five years (for specialized knowledge experts) or seven years (for managers and executives).\n\n \n\nSHARE OWNERSHIP\n\nThe following table sets forth as of May 20, 2026, for each director and executive officer, the total number of equity shares, ADSs and options to purchase equity shares and ADSs exercisable within 60 days from May 20, 2026. Beneficial ownership is determined in accordance with rules of the SEC. All information with respect to the beneficial ownership of any principal shareholder has been furnished by such shareholder and, unless otherwise indicated below, we believe that persons named in the table have sole voting and sole investment power with respect to all the shares shown as beneficially owned, subject to community property laws, where applicable. The shares beneficially owned by the directors and executive officers include the equity shares owned by their family members to which such directors disclaim beneficial ownership.\n\nThe share numbers and percentages listed below are based on 4,056,360,091 equity shares outstanding as of May 20, 2026. Percentage of shareholders representing less than 1% are indicated with ‘*’:\n\n \n\nName beneficially owned\n\n \n\nEquity Shares\nbeneficially\nowned\n\n \n\n \n\n% of equity\nShares\n\n \n\nNandan M. Nilekani(1)\n\n \n\n \n\n100,461,168\n\n \n\n \n\n2.48\n\n \n\nSalil Parekh\n\n \n\n \n\n1,580,865\n\n \n\n \n\n0.04\n\n \n\nBobby Parikh(2)\n\n \n\n \n\n7,747\n\n \n\n \n\n'*'\n\n \n\nInderpreet Sawhney(3)\n\n \n\n \n\n252,098\n\n \n\n \n\n'*'\n\n \n\nShaji Mathew (4)\n\n \n\n \n\n288,638\n\n \n\n \n\n0.01\n\n \n\nJayesh Sanghrajka(5)\n\n \n\n \n\n140,776\n\n \n\n \n\n'*'\n\n \n\nTotal (all directors and executive officers)\n\n \n\n \n\n102,731,292\n\n \n\n \n\n \n\n2.53\n\n \n\n \n\nNote: No other material changes subsequently till June 15, 2026.\n\n(1)\nShares beneficially owned by Nandan M. Nilekani include 59,678,006 Equity Shares owned by members of his immediate family. Nandan M. Nilekani disclaims beneficial ownership of such shares.\n\n(2)\nIncludes 3,614 equity shares jointly held by Bobby Parikh with his spouse as the first holder.\n\n(3)\nIncludes 13,606 ESOPs vested on June 5, 2026 of Inderpreet Sawhney which are yet to be exercised.\n\n(4)\nIncludes 4,219 ESOPs vested on June 5, 2026 of Shaji Mathew which are yet to be exercised.\n\n(5)\nIncludes 5,302 ESOPs vested on June 5, 2026 of Jayesh Sanghrajka which are yet to be exercised.\n\n \n\nNote:\n\nAmong directors, D. Sundaram, Michael Gibbs, Chitra Nayak, Govind Iyer, Helene Auriol Potier, Nitin Paranjpe and Diane Enberg Jurgens do not hold shares / ADRs of the Company.\n\n \n\nOption plans\n\n2015 Plan\n\nOn March 31, 2016, pursuant to the approval by the shareholders through postal ballot, the Board has been authorized to introduce, offer, issue and allot share-based incentives to eligible employees of the Company and its subsidiaries under the 2015 Plan. The maximum number of shares under the 2015 Plan shall not exceed 24,038,883 equity shares (this includes 11,223,576 equity shares which are held by the trust towards the 2011 Plan as of March 31, 2016). These instruments will generally vest over a period of four years. The plan numbers are further adjusted with the September 2018 bonus issue.\n\nControlled trust holds 8,650,911 and 9,655,927 shares as of March 31, 2026, and March 31, 2025, respectively, under the 2015 Plan, out of which 200,000 equity shares each have been earmarked for welfare activities of the employees as of March 31, 2026, and March 31, 2025.\n\n2019 Plan\n\nIn continuation of our philosophy of aligning employee interests with shareholder value creation and in line with global practices, the Board, at its meeting held on May 15, 2019, on the recommendations of the Nomination and Remuneration Committee and subject to the approval of shareholders, approved the 2019 Plan. This plan sets out challenging performance criteria aligned to shareholder value creation to deepen employee ownership of the Company. By inclusion of leading market benchmarked performance criteria like relative TSR in the 2019 Plan, we adopted best-in-class global corporate governance practices. Further the 2019 Plan intends to incentivize, retain, and attract key talent through this performance-based stock incentive plan amongst an expanded employee base.\n\nOn June 22, 2019, pursuant to approval by the shareholders at our AGM, the Board has been authorized to introduce, offer, issue and provide share-based incentives to eligible employees of the Company and its subsidiaries under the 2019 Plan. The maximum number of shares under the 2019 Plan shall not exceed 50,000,000 equity shares. To implement the 2019 Plan, up to 45,000,000 equity shares may be issued by way of secondary acquisition of shares by Infosys Expanded Stock Ownership Trust. The RSUs granted under the 2019 Plan shall vest based on the achievement of defined annual performance parameters as determined by the administrator (Nomination and Remuneration Committee). The performance parameters will be based on a combination of relative Total Shareholder Return against selected industry peers and certain broader market domestic and global indices and operating performance metrics of the Company as decided by administrator. Each of the above performance parameters will be distinct for the purposes of calculation of quantity of shares to vest based on performance. These instruments will generally vest between a minimum of one and a maximum of three years from the grant date.\n\nFurther, based on the recommendation of the Nomination and Remuneration Committee, the board approved amendments to the 2019 Plan related to the duration of the plan, the vesting parameters for grants thereunder and certain administrative amendments. The amendments are subject to shareholder approval, and the details of the amendments are available in the Explanatory Statement of the Notice of the 45th Annual General Meeting of the Company.\n\nThe following is the summary of grants made during fiscal 2026, 2025 and 2024 under the 2015 Plan and 2019 Plan:\n\n \n\nParticulars\n\n \n\nFiscal 2026\n\n \n\n \n\nFiscal 2025\n\n \n\n \n\nFiscal 2024\n\n \n\n2015 Plan: RSUs\n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\nRSU - Equity settled\n\n \n\n \n\n2,631,950\n\n \n\n \n\n \n\n2,255,532\n\n \n\n \n\n \n\n5,139,370\n\n \n\nRSU - Incentive units (cash settled)\n\n \n\n \n\n119,800\n\n \n\n \n\n \n\n94,050\n\n \n\n \n\n \n\n176,990\n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n2015 Plan: Employee Stock Options (ESOPs)\n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\nRSU - Equity settled\n\n \n\n \n\n5,650,160\n\n \n\n \n\n \n\n—\n\n \n\n \n\n \n\n—\n\n \n\nRSU - Stock appreciation rights (cash settled)\n\n \n\n \n\n108,180\n\n \n\n \n\n \n\n—\n\n \n\n \n\n \n\n—\n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n2019 Plan\n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\nEquity settled Performance based RSU\n\n \n\n \n\n4,549,356\n\n \n\n \n\n \n\n3,744,345\n\n \n\n \n\n \n\n4,187,902\n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\nTotal grants\n\n \n\n \n\n13,059,446\n\n \n\n \n\n \n\n6,093,927\n\n \n\n \n\n \n\n9,504,262\n\n \n\n \n\nRefer to the compensation table of this Annual Report on Form 20-F for details on grants to individual KMPs.\n\n \n\nThe equity awards granted under the 2015 Plan would generally vest over a period of four years and shall be exercisable within the period as approved by the Nomination and Remuneration Committee.\n\nThe RSUs granted under the 2019 Plan would generally vest over a period of three years and shall be exercisable within the period as approved by the Nomination and Remuneration Committee.\n\nDuring fiscal 2026, 2025 and 2024, we recorded an employee stock compensation expense of $108 million, $95 million and $79 million, respectively, in the statement of comprehensive income. This comprises of expense pertaining to employee stock compensation of the CEO, other executive officers, and other employees.\n\nThe following table gives the details of outstanding RSUs and stock options under the 2019 Plan and 2015 Plan as of March 31, 2026:\n\n \n\n \n\n \n\nStock incentives outstanding\n\n \n\n \n\n \n\n2019 Plan\n\n \n\n \n\n2015 Plan\n\n \n\nRSUs\n\n \n\n \n\n10,422,882\n\n \n\n \n\n \n\n7,379,449\n\n \n\nESOPs\n\n \n\n \n\n—\n\n \n\n \n\n \n\n5,361,166\n\n \n\n \n\nGrants made under the 2015 Plan have been adjusted for the September 2018 bonus issue.\n\nFor additional information on our stock incentive compensation plans, see Note 2.17 Employees’ Stock Options Plans under Item 18 of this Annual Report on Form 20-F."}