=============================================================================== UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): June 13, 2007 EXLSERVICE HOLDINGS, INC. (Exact name of registrant as specified in its charter) DELAWARE 001-33089 82-0572194 (State or other jurisdiction (Commission File No.) (IRS Employer of incorporation) Identification No.) 350 PARK AVENUE NEW YORK, NEW YORK 10022 (Address of principal executive offices) (212) 277-7100 (Registrant's telephone number, including area code) NOT APPLICABLE (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (SEE General Instruction A.2. below): |_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) =============================================================================== Item 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS. On June 13, 2007, Mr. Rohit Kapoor, who is currently the President of ExlService Holdings, Inc. (the "Company"), took on the additional role of Chief Operating Officer of the Company. Information regarding Mr. Kapoor's business experience and any related person transactions between Mr. Kapoor and the Company can be found in the Company's Definitive Proxy Statement with regard to its 2007 Annual Meeting of Stockholders, which Definitive Proxy Statement was filed with the Securities and Exchange Commission on April 25, 2007. Item 7.01 REGULATION FD DISCLOSURE. On June 18, 2007, the Company issued a press release announcing the results of its 2007 Annual Meeting of Stockholders, which was held on June 13, 2007. A copy of the press release is attached as Exhibit 99.1 hereto. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (d) EXHIBIT NO. EXHIBIT ----------- ------- 99.1 Press Release, dated June 18, 2007 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. EXLSERVICE HOLDINGS, INC. (Registrant) Date: June 18, 2007 By: /s/ Amit Shashank ----------------------------------- Name: Amit Shashank Title: Vice President, General Counsel and Corporate Secretary EXHIBIT INDEX EXHIBIT NO. EXHIBIT ----------- ------- 99.1 Press Release, dated June 18, 2007