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Genpact LTD

For the period ended Dec 31, 2025. Filed Feb 26, 2026.

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About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Feb 26, 2026

G$43.07+1.2%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Notes to the Consolidated Financial Statements

  1. Organization

The Company is an agentic and advanced technology solutions company recognized for its deep industry knowledge, process intelligence and last-mile expertise. The Company has over 146,500 employees serving clients from more than 35 countries.

  1. Summary of significant accounting policies

(a) Basis of preparation and principles of consolidation

The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles ("U.S. GAAP") and the rules and regulations of the Securities and Exchange Commission (the “SEC”) for reporting on Form 10-K. The accompanying consolidated financial statements reflect all adjustments that management considers necessary for a fair presentation of the results of operations for these periods.

The accompanying financial statements have been prepared on a consolidated basis and reflect the financial statements of Genpact Limited, a Bermuda company, and all of its subsidiaries that are more than 50% owned and controlled. When the Company does not have a controlling interest in an entity but exerts significant influence over the entity, the Company applies the equity method of accounting. All intercompany transactions and balances are eliminated in consolidation.

(b) Use of estimates

The preparation of consolidated financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements. Significant items subject to such estimates and assumptions include the useful lives of property, plant and equipment and intangible assets, transaction prices (including variable consideration) of the Company’s revenue contracts, allowances for credit losses, valuation allowances for deferred tax assets, the valuation of derivative financial instruments, measurements of lease liabilities and right-of-use (“ROU”) assets, measurements of stock-based compensation, assets and obligations related to employee benefits, the nature and timing of the satisfaction of performance obligations, income tax uncertainties and other contingencies. Management believes that the estimates used in the preparation of the consolidated financial statements are reasonable. Although these estimates and assumptions are based upon management’s best knowledge of current events and actions, actual results could differ from these estimates. Any changes in estimates are adjusted prospectively in the Company’s consolidated financial statements.

(c) Property, plant and equipment, net

Property, plant and equipment are stated at cost less accumulated depreciation and amortization and accumulated impairment loss. Expenditures for replacements and improvements are capitalized, whereas the costs of maintenance and repairs are charged to earnings as incurred.

The Company depreciates and amortizes all property, plant and equipment using the straight-line method over the following estimated economic useful lives of the assets:

Years
Buildings40
Furniture and fixtures4
Computer equipment and servers4
Plant, machinery and equipment4
Computer software4-7
Leasehold improvementsLease period or 10 Years, whichever is less
Vehicles3-4

The Company capitalizes certain computer software and software development costs incurred in connection with developing or obtaining computer software for internal use when both the preliminary project stage is completed and it is probable that the software development will be completed and the software will be used as intended. Capitalized software costs include only (i) external direct costs of materials and services utilized in developing or obtaining computer software, (ii) compensation and related benefits for employees who are directly associated with the software project, and (iii) interest costs incurred while developing internal-use computer software.

Capitalized computer software costs are included in property, plant and equipment on the Company’s consolidated balance sheets and amortized on a straight-line basis when placed into service over the estimated useful lives of the software. Costs incurred in connection with developing or obtaining software or technology for internal use which are under development or advances paid toward the acquisition of property, plant and equipment outstanding as of each balance sheet date and the cost of property, plant and equipment not put to use before such date are disclosed under “Capital work in progress.”

(d) Business combinations, goodwill and other intangible assets

The Company accounts for its business combinations using the acquisition method of accounting in accordance with Accounting Standard Codification ("ASC") Topic 805, Business Combinations, by recognizing the identifiable tangible and intangible assets acquired and liabilities assumed, and any non-controlling interest in the acquired business, measured at their acquisition date fair values. Contingent consideration is included within the acquisition cost and is recognized at its fair value on the acquisition date. A liability resulting from contingent consideration is re-measured to fair value as of each reporting date until the contingency is resolved. Changes in fair value are recognized in earnings. All assets and liabilities of the acquired businesses, including goodwill, are assigned to reporting units. Acquisition-related costs are expensed as incurred under selling, general and administrative expenses.

Goodwill represents the cost of acquired businesses in excess of the fair value of identifiable tangible and intangible net assets purchased. Goodwill is not amortized but is tested for impairment at least on an annual basis, or more frequently if events or changes in circumstances indicate that goodwill may be impaired. The Company may perform quantitative testing where the fair value of the reporting unit is compared with its carrying amount, including goodwill, or choose to perform a qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill. Goodwill is tested for impairment by the Company as of December 31 every year.

Intangible assets acquired individually or with a group of other assets or in a business combination and developed internally are carried at cost less accumulated amortization and accumulated impairment loss based on their estimated useful lives as follows:

Customer-related intangible assets1-9 years
Marketing-related intangible assets1-8 years
Technology-related intangible assets2-10 years

Intangible assets are amortized over their estimated useful lives using a method of amortization that reflects the pattern in which the economic benefits of the intangible assets are consumed or otherwise realized.

The Company also capitalizes certain software and technology-related development costs incurred in connection with developing or obtaining software or technology for sale or lease to customers when the initial design phase is completed and commercial and technological feasibility has been established. Any development cost incurred before technological feasibility is established is expensed as incurred as research and development costs. Technological feasibility is established upon completion of a detailed design program or, in its absence, completion of a working model. Capitalized software and technology costs include only (i) external direct costs of materials and services utilized in developing or obtaining software and technology, (ii) compensation and related benefits for employees who are directly associated with the software and technology project, and (iii) interest costs incurred while developing or obtaining software or technology for sale or lease to customers.

Costs incurred in connection with developing or obtaining software or technology for sale to customers which are under development and not put to use or advances paid towards the acquisition of intangible assets outstanding as of each balance sheet date are classified as “intangible assets under development” and are included in capital work in progress. Capitalized software and technology costs are included in intangible assets under technology-related intangible assets on the Company’s consolidated balance sheets and are amortized on a straight-line basis when placed into service over the estimated useful lives of the software and technology.

The Company evaluates the remaining useful life of intangible assets that are being amortized at each reporting period wherever events and circumstances warrant a revision to the remaining period of amortization, and the remaining carrying amount of the intangible asset is amortized prospectively over that revised remaining useful life.

(e) Implementation Costs Incurred in a Cloud Computing Arrangement

The Company incurs costs to implement cloud computing arrangements for internal use that are service contracts and capitalizes certain costs associated with the implementation of the cloud computing arrangements, including employee payroll and related benefits and third party consulting costs, incurred during the application development stage of a project. These costs will be amortized on a straight-line basis over the term of the hosting service contracts after go-live, including renewal periods which the Company is reasonably certain to exercise, and recognized as a component of selling, general and administrative expenses. These costs are included as a component of "prepaid expenses and other current assets" and "other assets, net of allowances for credit losses" in the consolidated balance sheets.

(f) Financial instruments and concentration of credit risk

Financial instruments that potentially subject the Company to concentration of credit risk are reflected principally in cash and cash equivalents, derivative financial instruments and accounts receivable. The Company places its cash and cash equivalents and derivative financial instruments with corporations and banks with high investment grade ratings, limits the amount of credit exposure with any one corporation or bank and conducts ongoing evaluations of the creditworthiness of the corporations and banks with which it does business. To reduce its credit risk on accounts receivable, the Company conducts ongoing credit evaluations of its customers.

(g) Accounts receivable

Accounts receivable are recorded at the invoiced or to be invoiced amount and do not bear interest. The amount to be invoiced represents the unbilled receivables for services rendered between the last billing date and the balance sheet date. Amounts collected on trade accounts receivable are included in net cash provided by operating activities in the consolidated statements of cash flows. The Company maintains an allowance for current expected credit losses inherent in its accounts receivable portfolio. In establishing the required allowance, management considers historical losses which are adjusted to current market conditions and a reasonable and supportable forecast. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. The Company does not have any off-balance sheet credit exposure related to its customers.

The Company uses revolving accounts receivable-based facilities in the normal course of business as part of managing its cash flows. The Company accounts for receivables sold under these facilities as a sale of financial assets pursuant to ASC 860, “Transfers and Servicing” and derecognizes these receivables, as well as the related allowances, from its balance sheets. Generally, the fair value of accounts receivable sold approximates their book value due to their short-term nature, and any gains or losses on the sale of these receivables are recorded at the time of transfer and included under "interest income (expense), net" in the Company’s consolidated statements of income.

(h) Revenue Recognition

The Company derives its revenue primarily from business process management services, including analytics, consulting and related digital solutions and information technology services, which are provided primarily on a time-and-material, resource, transaction or fixed-price basis. The Company recognizes revenue upon the transfer of control of promised services to its customers in an amount that reflects the consideration the Company expects to receive in exchange for those services. Revenues from services rendered under time-and-materials and transaction-based contracts are recognized as the services are provided. The Company’s fixed-price contracts include contracts for customization of applications, maintenance and support services. Revenues from these contracts are recognized ratably over the term of the agreement. The Company accrues for revenue and unbilled receivables for services rendered between the last billing date and the balance sheet date.

The Company’s contracts with its customers also include incentive payments received for discrete benefits delivered or promised to be delivered to the customer or service level agreements that could result in credits or refunds to the customer. Revenues relating to such arrangements are accounted for as variable consideration when the amount of revenue to be recognized can be estimated to the extent that it is probable that a significant reversal of any incremental revenue will not occur.

The Company records deferred revenue attributable to certain process transition activities where such activities do not represent separate performance obligations. Revenues relating to such transition activities are classified under contract liabilities and subsequently recognized ratably over the period in which the related services are performed. Costs relating to such transition activities are fulfillment costs which are directly related to the contract and result in the enhancement of resources. Such costs are expected to be recoverable under the contract and are therefore classified as contract cost assets and recognized ratably over the estimated expected period of benefit under cost of revenue.

Revenues are reported net of value-added tax, business tax and applicable discounts and allowances. Reimbursements of out-of-pocket expenses received from customers have been included as part of revenues.

Revenue for performance obligations that are satisfied over time is recognized in accordance with the methods prescribed for measuring progress. The input (cost expended) method has been used to measure progress towards completion as there is a direct relationship between input and the satisfaction of a performance obligation. Provisions for estimated losses, if any, on uncompleted contracts are recorded in the period in which such losses become probable based on the current contract estimates.

The Company enters into multiple-element revenue arrangements in which a customer may purchase a combination of products or services. The Company determines whether each product or service promised to a customer is capable of being distinct, and is distinct in the context of the contract. If not, the promised products or services are combined and accounted for as a single performance obligation. In the event of a multiple-element revenue arrangement, the Company allocates the arrangement consideration to separately identifiable performance obligations based on their relative stand-alone selling prices.

Certain contracts may include offerings such as sale of licenses, which may be perpetual or subscription-based. Revenue from distinct, non-cancellable, subscription-based licenses is recognized at the point in time when the license is transferred to the customer. Revenue from any associated maintenance or ongoing support services is recognized ratably over the term of the contract. For a combined software license/services performance obligation, revenue is recognized over the period that the services are performed.

All incremental and direct costs incurred for acquiring contracts, such as certain sales commissions, are classified as contract cost assets. Such costs are amortized over the expected period of benefit and recorded under selling, general and administrative expenses.

Other upfront fees paid to customers are classified as contract assets. Such fees are amortized over the expected period of benefit and recorded as an adjustment to the transaction price and deducted from revenue.

Timing of revenue recognition may differ from the timing of invoicing. If a payment is received in respect of services prior to the delivery of services, the payment is recognized as an advance from the customer and classified as a contract liability. Contract assets and contract liabilities relating to the same customer contract are offset against each other and presented on a net basis in the consolidated financial statements.

(i) Leases

At the inception of a contract, the Company assesses whether the contract is, or contains, a lease. The Company’s assessment is based on whether: (i) the contract involves the use of a distinct identified asset, (ii) the Company obtains the right to substantially all the economic benefits from the use of the asset throughout the term of the contract, and (iii) the Company has the right to direct the use of the asset. At the inception of a lease, the consideration in the contract is allocated to each lease component based on its relative standalone price to determine the lease payments.

Leases are classified as either finance leases or operating leases. A lease is classified as a finance lease if any one of the following criteria are met: (i) the lease transfers ownership of the asset by the end of the lease term, (ii) the lease contains an option to purchase the asset that is reasonably certain to be exercised, (iii) the lease term is for a major part of the remaining useful life of the asset or (iv) the present value of the lease payments equals or exceeds substantially all of the fair value of the asset. A lease is classified as an operating lease if it does not meet any one of the above criteria.

For all leases at the lease commencement date, a ROU asset and a lease liability are recognized. The lease liability represents the present value of the lease payments under the lease. Lease liabilities are initially measured at the present value of the lease payments not yet paid, discounted using the discount rate for the lease at the lease commencement. The lease liabilities are subsequently measured on an amortized cost basis. The lease liability is adjusted to reflect interest on the liability and the lease payments made during the period. Interest on the lease liability is determined as the amount that results in a constant periodic discount rate on the remaining balance of the liability.

The ROU asset represents the right to use the leased asset for the lease term. The ROU asset for each lease initially includes the amount of the initial measurement of the lease liability adjusted for any lease payments made to the lessor at or before the commencement date, accrued lease liabilities and any lease incentives received or any initial direct costs incurred by the Company.

The ROU asset of finance leases is subsequently measured at cost, less accumulated amortization and accumulated impairment losses, if any. The ROU asset of operating leases is subsequently measured from the carrying amount of the lease liability at the end of each reporting period, and is equal to the carrying amount of lease liabilities adjusted for (i) unamortized initial direct costs, (ii) prepaid/(accrued) lease payments and (iii) the unamortized balance of lease incentives received.

The carrying value of ROU assets is reviewed for impairment, similar to long-lived assets, whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable.

The Company has elected to not separate lease and non-lease components for all of its leases and to use the recognition exemptions for lease contracts that, at commencement date, have a lease term of 12 months or less and do not contain a purchase option (“short-term leases”).

Significant judgements

The Company determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised. Under certain of its leases, the Company has a renewal and termination option to lease assets for additional terms betweenone andten years. The Company applies judgement in evaluating whether it is reasonably certain to exercise the option to renew or terminate the lease. The Company considers all relevant factors that create an economic incentive for it to exercise the renewal or termination option. After the commencement date, the Company reassesses the lease term if there is a significant event or change in circumstances that is within the Company’s control and affects its ability to exercise (or not to exercise) the option to renew or terminate the lease.

The Company has applied an incremental borrowing rate for the purpose of computing lease liabilities based on the remaining lease term and the rates prevailing in the jurisdictions where leases were executed.

(j) Cost of revenue

Cost of revenue primarily consists of salaries and benefits (including stock-based compensation), recruitment, training and related costs of employees who are directly responsible for the performance of services for customers, their supervisors and certain support personnel who may be dedicated to a particular customer or a set of processes. It also includes operational expenses, which consist of facilities maintenance expenses, travel and living expenses, lease expenses, IT expenses, and consulting and certain other expenses. Consulting charges represent the cost of consultants and contract resources with specialized skills who are directly responsible for the performance of services for clients and travel and other billable costs related to the Company’s clients. It also includes depreciation of property, plant and equipment, and amortization of intangible and ROU assets which are directly related to providing services that generate revenue.

(k) Selling, general and administrative expenses

Selling, general and administrative ("SG&A") expenses consist of expenses relating to salaries and benefits (including stock-based compensation) as well as costs related to recruitment, training and retention of senior management and other support personnel in enabling functions such as human resources, finance, legal, marketing, sales and sales support, and other support personnel. The operational costs component of SG&A expenses also includes travel and living costs for such personnel. SG&A expenses also include acquisition-related costs, legal and professional fees (which represent the costs of third party legal, tax, accounting and other advisors), investment in research and development, digital technology, advanced automation and robotics, and an allowance for credit losses. It also includes depreciation of property, plant and equipment, and amortization of intangibles and ROU assets other than those included in cost of revenue.

(l) Credit losses

An allowance for credit losses is recognized for all debt instruments other than those held at fair value through profit or loss. The Company pools its accounts receivable (other than deferred billings) based on similar risk characteristics in estimating expected credit losses. Credit losses for accounts receivable due within one year are based on the roll-rate method, and the Company recognizes a loss allowance based on lifetime expected credit losses at each reporting date. The Company has established a provision matrix based on historical credit loss experience, adjusted for forward-looking factors and the economic environment. Credit losses for deferred billings are based on the historical credit loss experience, adjusted for forward-looking factors. At every reporting date, observed historical default rates are updated to reflect changes in the Company’s forward-looking estimates.

A financial asset is written off when it is deemed uncollectible and there is no reasonable expectation of recovering the contractual cash flows. Expected recoveries of amounts previously written off, not to exceed the aggregate amounts previously written off, are included in determining the allowance at each reporting period.

Credit losses are presented as a credit loss expense within “Selling, general and administrative expenses.” Subsequent recoveries of amounts previously written off are credited against the same line item.

(m) Cash and cash equivalents

Cash and cash equivalents consist of cash and bank balances and all highly liquid investments purchased with an original maturity of three months or less.

(n) Short-term investments

The Company’s short-term investments consist of investments in term deposits with more than three months of original maturity and less thanone year of remaining maturity as of the reporting date. The investments in term deposits are classified as held-to-maturity debt securities which are measured and recognized at amortized cost. Interest earned on term deposit investments is included in interest income (expense), net.

(n) Impairment of long-lived assets

Long-lived assets, including certain intangible assets, to be held and used are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Such assets are required to be tested for impairment if the carrying amount of the assets is higher than the future undiscounted net cash flows expected to be generated by the assets. The impairment amount to be recognized is measured as the amount by which the carrying value of the assets exceeds their fair value. The Company determines fair value by using a discounted cash flow approach.

(o) Foreign currency

The Company’s consolidated financial statements are reported in U.S. dollars, the Company’s functional currency. The functional currency for the Company’s subsidiaries organized in Europe, other than the United Kingdom, the Czech Republic, Luxembourg and one subsidiary in Poland, is the euro, and the functional currencies of the Company’s subsidiaries organized in Brazil, China, Colombia, Guatemala, Argentina, India, Israel, Japan, Morocco, South Africa, the Philippines, Poland, the Czech Republic, Hong Kong, Singapore, Australia, Vietnam, Kenya, Hungary, Turkey, Bulgaria, Malaysia, New Zealand, Thailand, Costa Rica, Albania and Canada are their respective local currencies. The functional currency of all other Company subsidiaries is the U.S. dollar. The translation of the functional currencies of the Company’s subsidiaries into U.S. dollars is performed for balance sheet accounts using the exchange rates in effect as of the balance sheet date and for revenues and expense accounts using a monthly average exchange rate prevailing during the respective period. The gains or losses resulting from such translation are reported as currency translation adjustments under other comprehensive income (loss), net, under accumulated other comprehensive income (loss) as a separate component of equity.

Monetary assets and liabilities of each subsidiary denominated in currencies other than the subsidiary’s functional currency are translated into their respective functional currency at the rates of exchange prevailing on the balance sheet date.

Transactions of each subsidiary in currencies other than the subsidiary’s functional currency are translated into the respective functional currencies at the average monthly exchange rate prevailing during the period of the transaction. The gains or losses resulting from foreign currency transactions are included in the consolidated statements of income.

(p) Derivative instruments and hedging activities

In the normal course of business, the Company uses derivative financial instruments to manage fluctuations in foreign currency exchange rates and interest rate fluctuation. The Company enters into forward foreign exchange contracts to mitigate the risk of changes in foreign exchange rates on intercompany transactions and forecasted transactions denominated in foreign currencies and interest rate swaps to mitigate interest rate fluctuation risk on its indebtedness.

The Company recognizes derivative instruments and hedging activities as either assets or liabilities in its consolidated balance sheets and measures them at fair value. Gains and losses resulting from changes in fair value are accounted for depending on the use of the derivative and whether it is designated and qualifies for hedge accounting. Changes in the fair values of derivatives designated as cash flow hedges are deferred and recorded as a component of other comprehensive income (loss) reported under accumulated other comprehensive income (loss) until the hedged transactions occur and are then recognized in the consolidated statements of income along with the underlying hedged item and disclosed as part of “Total net revenues,” “Cost of revenue,” “Selling, general and administrative expenses,” and “Interest expense,” as applicable. Changes in the fair value of derivatives not designated as hedging instruments and the ineffective portion of derivatives designated as cash flow hedges are recognized in the consolidated statements of income and are included in foreign exchange gains, net, and other income (expense), net, respectively.

With respect to derivatives designated as cash flow hedges, the Company formally documents all relationships between hedging instruments and hedged items, as well as its risk management objectives and strategy for undertaking various hedge transactions. The Company also formally assesses, both at the inception of the hedge and on a quarterly basis, whether each derivative is highly effective in offsetting changes in fair values or cash flows of the hedged item. If it is determined that a derivative or portion thereof is not highly effective as a hedge, or if a derivative ceases to be a highly effective hedge, the Company will prospectively discontinue hedge accounting with respect to that derivative instrument.

In all situations in which hedge accounting is discontinued and the derivative is retained, the Company continues to carry the derivative at its fair value on the balance sheet and recognizes any subsequent change in its fair value in the consolidated statements of income. When it is probable that a forecasted transaction will not occur, the Company discontinues hedge accounting and recognizes immediately, in foreign exchange gains, net in the consolidated statements of income, the gains and losses attributable to such derivative that were accumulated in other comprehensive income (loss).

(q) Income taxes

The Company calculates and provides for income taxes in each of the tax jurisdictions in which it operates. The Company accounts for income taxes using the asset and liability method of accounting for income taxes. Under this method, income tax expense is recognized for the amount of income taxes payable or refundable for the current year. In addition, deferred tax assets and liabilities are recognized for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their tax bases and for all operating loss and tax credit carry forwards, if any. Deferred tax assets and liabilities are measured using the enacted tax rates of the respective jurisdictions which are expected to apply to taxable income in the years in which the related temporary differences are expected to reverse. The effect on deferred tax assets and liabilities of a change in tax laws or rates is recognized in the consolidated statements of income in the period that includes the enactment date. Deferred tax assets are reduced by a valuation allowance to the amount, based on the weight of available evidence, that is more likely than not to be realized.

The Company applies a two-step approach for recognizing and measuring the benefit of tax positions. The first step is to evaluate the tax position for recognition by determining, based on the technical merits, that the position will more likely than not be sustained upon examination. The second step is to measure the tax benefit as the largest amount of the tax benefit that has a greater than 50 percent likelihood of being realized upon settlement. The Company includes interest and penalties related to income taxes within income tax expense.

The Company follows the specific identification approach for releasing stranded tax effects from accumulated other comprehensive income (“AOCI”) upon recognition of these AOCI items in the consolidated statements of income.

(r) Employee benefit plans

Contributions to defined contribution plans are charged to consolidated statements of income in the period in which services are rendered by the covered employees. Current service costs for defined benefit plans are accrued in the period to which they relate. The liability in respect of defined benefit plans is calculated annually by the Company using the projected unit credit method. Prior service cost, if any, resulting from an amendment to a plan is recognized and amortized over the remaining period of service of the covered employees. The Company recognizes its liabilities for compensated absences dependent on whether the obligation is attributable to employee services already rendered, relates to rights that vest or accumulate and payment is probable and estimable.

The service cost is recognized under “cost of revenue” and “selling, general and administrative expenses,” depending on the functional area of the underlying employees included in the plans, and the non-operating components of net benefit plan costs are included within “other income (expense), net” in the consolidated statements of income.

The Company records annual amounts relating to its defined benefit plans based on calculations that incorporate various actuarial and other assumptions, including discount rates, mortality, assumed rates of return on plan assets, future compensation increases and attrition rates. The Company reviews its assumptions on an annual basis and makes modifications to the assumptions based on current rates and trends when it is appropriate to do so. The effect of modifications to those assumptions is recorded in the consolidated statement of comprehensive income (loss) and amortized to net periodic cost over future periods using the corridor method. The Company believes that the assumptions utilized in recording its obligations under its plans are reasonable based on its experience and market conditions.

(s)Deferred Compensation Plans

The Company maintains a non-qualified deferred compensation plan for certain employees. The plan is accounted for using the fair value measurement approach. Plan earnings are calculated by reference to actual earnings of the funds chosen by individual participants. In connection with the administration of this plan, the Company has purchased Company-owned life insurance policies insuring the lives of certain employees, held under a Rabbi Trust. The Company consolidates the invested assets of the trust. The cash surrender value of these insurance policies is included in “other assets” at fair value in the consolidated balance sheet. Gains or losses on the plan’s assets and changes in the fair value of deferred compensation liabilities are included in “other income (expense), net,” and “selling, general and administrative expenses,” respectively, in the consolidated statements of income.

(t) Stock-based compensation

The Company recognizes and measures compensation expense for all stock-based awards based on the grant date fair value. For option awards, grant date fair value is determined under the option-pricing model (Black-Scholes-Merton model). For stock-based awards other than option awards and the performance units ("PUs") granted since 2023, grant date fair value is determined on the basis of the fair market value of a Company common share on the date of grant of such awards.

Since 2023, the Company has granted PUs to certain employees, the vesting of which is contingent upon Genpact's financial performance over thethree-year performance periods set out in the awards. For PUs granted prior to 2023, the performance period wasone year. The number of PUs granted since 2023 that will ultimately vest will be determined, subject to certain conditions and limitations, based on the Company’s total shareholder return (“TSR”) relative to the TSR of the companies included as of the beginning of each performance period in the S&P 400 Midcap Index (the “Peer Group”) over thethree-year performance periods. Accordingly, the grant date fair value for PUs granted since 2023 is determined using a Monte Carlo simulation model.

The fair value determined at the grant date is expensed over the vesting period of the stock-based awards. The Company recognizes compensation expense for stock-based awards net of estimated forfeitures. Stock-based compensation recognized in the consolidated statements of income is based on awards ultimately expected to vest. As a result, the expense has been reduced for estimated forfeitures.

Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from such estimates.

(u) Earnings (loss) per share

Basic earnings per share is computed using the weighted average number of common shares outstanding during the period. Diluted earnings per share is computed using the weighted average number of common and dilutive common equivalent shares outstanding during the period. For the purposes of calculating diluted earnings per share, the treasury stock method is used for stock-based awards except where the results would be anti-dilutive.

(v) Commitments and contingencies

Liabilities for loss contingencies arising from claims, assessments, litigation, fines and penalties, and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment and/or remediation can be reasonably estimated. Legal costs incurred in connection with such liabilities are expensed as incurred.

(w) Debt restructuring

The Company accounts for any restructuring of its credit facility using the ten percent cash flow test in accordance with ASC 470, Debt. If the cash flow effect of the change in terms on a present-value basis is less than ten percent, the debt instruments are not considered to be substantially different, and are accounted for as a modification. If the change is more than ten percent, it is treated as an extinguishment. In performing the cash flow test, the Company includes all amounts paid to its lenders in connection with the restructuring but excludes third party expenses. In the case of a modification, all new fees paid to lenders are capitalized and amortized as part of the existing effective yield and any new fees paid to third parties are expensed as incurred. No gain or loss is recorded in the case of a modification. In the case of an extinguishment, all new fees paid to lenders are expensed as incurred and any new fees paid to third parties are capitalized and amortized as a debt issuance cost. The old debt is derecognized and the new debt is recorded at fair value and a gain or loss is recorded for the difference between the net carrying value of the original debt and the fair value of the new debt.

(x) Reclassification and presentation adjustments

During the year ended December 31, 2025, the Company updated the financial presentation of its capitalized cloud computing arrangement (CCA) implementation costs and reclassified certain previously capitalized CCA implementation costs on its consolidated balance sheet, which decreased "property, plant and equipment, net" by $36,424, increased "other assets, net of allowances for credit losses" by $35,817 and increased "prepaid expenses and other current assets" by $607.

Similar reclassifications have not been reflected in the Company's consolidated balance sheet as of December 31, 2024, as such amounts are considered immaterial.

For the third quarter and the fourth quarter of 2025, cash flows related to the CCA implementation costs were correctly classified within "net cash provided by operating activities." However, for the year ended December 31, 2024 and for the first quarter and the second quarter of 2025, these cash flows are incorrectly classified within "net cash used in investing activities" in the Company’s consolidated statements of cash flows and have not been reclassified to "net cash provided by operating activities" as the amounts are considered immaterial.

The Company evaluated the impact of the reclassification and presentation adjustments and concluded they are not material to the consolidated financial statements for any of the periods presented.

(y) Recently issued accounting pronouncements

The authoritative bodies release standards and guidance which are assessed by management for impact on the Company’s consolidated financial statements.

The following recently released accounting standards have been adopted by the Company:

In March 2023, the FASB issued ASU No. 2023-01, “Leases (Topic 842).” This Accounting Standards Update ("ASU") requires a lessee in a common-control lease arrangement to amortize leasehold improvements that it owns over the improvements’ useful life to the common control group, regardless of the lease term, if the lessee continues to control the use of the underlying asset through a lease. This ASU is effective for the Company for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2023. The Company adopted this ASU beginning January 1, 2024. The adoption of this ASU did not have a material impact on the Company's consolidated results of operations, cash flows, financial position or disclosures.

In November 2023, the FASB issued ASU No. 2023-07, "Segment Reporting (Topic 280)." This ASU improves reportable segment disclosure requirements by enhancing disclosures about significant segment expenses. It requires public entities to disclose significant segment expenses, other segment items, and additional measures of segment profit or loss, providing more comprehensive information for investors and stakeholders. The amendments in this ASU are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. The Company adopted this ASU for the fiscal year beginning January 1, 2024 and updated its segment information disclosure with the requirements of this ASU. See Note 23 for additional information.

In December 2023, the FASB issued ASU No. 2023-09, "Income Taxes (Topic 740)." This Accounting Standard Update ("ASU") enhances income tax disclosures by requiring public business entities on an annual basis (i) to disclose specific categories in the rate reconciliation and (ii) to provide additional information for reconciling items that meet a quantitative threshold, i.e., if the effect of those reconciling items is equal to or greater than 5% of the amount computed by multiplying pretax income or loss by the applicable statutory income tax rate. It also requires entities to disclose the income taxes paid (net of refunds received), broken out between federal (national), state/local and foreign, as well as the amounts paid to an individual jurisdiction when 5% or more of the total income taxes were paid to such jurisdiction. The amendments in this ASU are effective for annual disclosures for fiscal years beginning after December 15, 2024. The Company adopted this ASU prospectively for the fiscal year beginning January 1, 2025 and updated its income tax disclosures in accordance with the requirements of this ASU. See Note 22 for additional information.

The following recently released accounting standards have not yet been adopted by the Company:

In November 2024, the FASB issued ASU No. 2024-03, " Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosure (Topic 220-40)." This ASU improves financial reporting by requiring that public business entities disclose additional information about specific expense categories in the notes to financial statements at interim and annual reporting periods. In January 2025, the FASB further issued ASU No 2025-01, which clarifies the effective date for adoption of ASU No 2024-03. The amendments in this ASU are effective for public business entities for fiscal years beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027. Early adoption is permitted. The Company is in the process of assessing the impact of this ASU on the presentation of its consolidated statements of income and disclosures.

In July 2025, the FASB issued ASU No. 2025-05, "Financial Instruments—Credit Losses (Topic 326)." This ASU provides public entities with an additional practical expedient for estimating expected credit losses on current accounts receivable and current contract assets arising from revenue transactions under ASC 606. This includes assets acquired in business combinations or through consolidation of VIEs that is not a business if those assets arose from transactions that the acquiree or variable interest entity accounted for under ASC 606. The amendments will be effective for annual reporting periods beginning after December 15, 2025, and interim reporting periods within those annual reporting periods. Early adoption is permitted. The Company is in the process of assessing the impact of this ASU on its consolidated financial statements.

In September 2025, the FASB issued ASU No. 2025-06, “Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40)." This ASU provides guidance to clarify and modernize the accounting for costs related to internal-use software. It removes all references to project stages in ASC 350-40 and clarifies the threshold entities apply to begin capitalizing costs. The ASU also specifies that the property, plant and equipment disclosure requirements under ASC 360-10 apply to capitalized software costs accounted for under ASC 350-40, regardless of how those costs are presented in the financial statements. The guidance, which applies to all entities, is effective for fiscal years beginning after December 15, 2027, and interim periods within those fiscal years. Entities may apply the guidance using a prospective, retrospective or modified transition approach. Early adoption is permitted. The Company is in the process of assessing the impact of this ASU on its consolidated financial statements.

In November 2025, the FASB issued ASU No. 2025-09, “Derivatives and Hedging (Topic 815)." This ASU clarifies certain aspects of the guidance on hedge accounting and addresses several incremental hedge accounting issues arising from the global reference rate reform initiative. The amendments in this ASU apply to any entity that elects to apply hedge accounting in accordance with Topic 815. The guidance, which applies to all entities, is effective for fiscal years beginning after December 15, 2027, and interim periods within those fiscal years. Early adoption is permitted. The amendments in this ASU should be applied prospectively for all hedging relationships. The Company is in the process of assessing the impact of this ASU on its consolidated financial statements.

In December 2025, the FASB issued ASU No. 2025-10, “Government Grants (Topic 832)." This ASU adds guidance to ASC 832 on the recognition, measurement, and presentation of government grants. In the absence of such guidance, many for-profit entities historically have analogized to other U.S. GAAP, including IAS 20 or ASC 958-605, when accounting for government grants. The amendments in this ASU apply to business entities (specifically, all entities except for not-for-profit entities and employee benefit plans) that receive a government grant. The guidance under this ASU is effective for fiscal years beginning after December 15, 2028, and interim periods within those fiscal years. Early adoption is permitted. Entities may apply the guidance using a modified prospective, modified retrospective or retrospective transition approach. The Company is in the process of assessing the impact of this ASU on its consolidated financial statements.

In December 2025, the FASB issued ASU No. 2025-11, “Interim Reporting (Topic 270): Narrow-scope improvements." This ASU specifies the form and content choices for interim financial statements and accompanying notes, incorporates a comprehensive list of required interim disclosures and introduces a disclosure principle to disclose events since the end of the previous annual reporting period that have material impact on the entity. The amendments in this ASU apply to all entities that provide interim financial statements and notes in accordance with U.S. GAAP. The amendments in this ASU are effective for interim reporting periods within annual reporting periods beginning after December 15, 2027. Early adoption is permitted. The Company is in the process of assessing the impact of this ASU on its consolidated financial statements.

In December 2025, the FASB issued ASU No. 2025-12, “Codification Improvements." This ASU enhances the usability of the ASC by refining accounting guidance and streamlining its application through technical corrections, making standards more consistent and easier to interpret for preparers and users. The amendments in this ASU apply to all reporting entities. The guidance under this ASU is effective for fiscal years beginning after December 15, 2026, and interim periods within those fiscal years. Early adoption is permitted. The Company is in the process of assessing the impact of this ASU on its consolidated financial statements.

  1. Business acquisitions

XponentL Data, Inc.

On June 5, 2025, the Company, by way of a merger, acquired 100% of the outstanding equity interest in XponentL Data, Inc., a Delaware corporation, and certain affiliated entities in Albania, India and Kosovo (collectively referred to as “XponentL”) for total purchase consideration of $160,157, which includes the following:

i. Cash consideration paid by the Company to the sellers of XponentL on the closing date of $82,657; and

ii. Earn-out consideration of $77,500, payable by the Company in March 2026 to the sellers of XponentL based on the actual performance of the acquired business through the year ended December 31, 2025 relative to the thresholds specified in the earn-out calculation. See Note 5, “Fair value measurements,” for additional details.

The total purchase consideration paid by the Company to the sellers of XponentL on the closing date was $82,657 (including $2,273 of cash acquired), resulting in a payable of $77,500, which remained outstanding as of December 31, 2025. The Company is evaluating adjustments related to certain income and other taxes, which, when determined, may result in the recognition of additional assets or liabilities as of the acquisition date. The measurement period will not exceed one year from the acquisition date.

This acquisition adds differentiated domain-led data strategy, design, and engineering capabilities, deep industry experience and strategic partnerships. It also builds on the Company's pivot to data, AI, and other advanced technologies, enhancing the Company's ability to help clients across the lifecycle of AI transformation, from strategy through implementation.

  1. Business acquisitions (Continued)

In connection with this acquisition, the Company recorded $51,400 in customer-related intangibles and $6,000 in marketing-related intangibles, which have a weighted average amortization period offive years. Goodwill arising from the acquisition amounting to $112,271 has been allocated using a relative fair value allocation method to each of the Company’s reporting segments as follows: to the Financial Services segment in the amount of $6,151, to the Consumer and Healthcare segment in the amount of $88,793 and to the High Tech and Manufacturing segment in the amount of $17,327. Goodwill arising from this acquisition is not deductible for income tax purposes. The goodwill represents primarily the acquired capabilities and other benefits expected to result from combining the acquired operations with those of the Company.

Acquisition-related costs of $1,310 have been included in selling, general and administrative expenses as incurred. In connection with the acquisition, the Company also acquired certain assets with a value of $6,954, assumed certain liabilities amounting to $2,408 and recognized a net deferred tax liability of $14,060. The results of operations of the acquired business and the fair value of the acquired assets and assumed liabilities are included in the Company’s consolidated financial statements with effect from the date of the acquisition.

  1. Accounts receivable, net of allowance for credit losses

The following table provides details of the Company’s allowance for credit losses on accounts receivable:

Year ended December 31,
202320242025
Opening balance as of January 1$20,442$18,278$12,094
Additions (net), charged to income statement3,0817,58217,193
Deductions/effect of exchange rate fluctuations(5,245)(13,766)(7,190)
Closing balance$18,278$12,094$22,097

Accounts receivable were $1,210,700 and $1,262,647, and allowances for credit losses were $12,094 and $22,097, resulting in net accounts receivable balances of $1,198,606 and $1,240,550 as of December 31, 2024 and 2025, respectively.

The Company has a revolving accounts receivable-based facility of $60,000 and $100,000 as of December 31, 2024 and 2025, respectively, permitting it to sell accounts receivable to banks on a non-recourse basis in the ordinary course of business. The aggregate maximum capacity utilized by the Company at any time during the years ended December 31, 2024 and 2025 was $55,870 and $59,952, respectively. The principal amount outstanding against this facility as of December 31, 2024 and 2025 was $26,583 and $55,140, respectively. The cost of factoring such accounts receivable during the years ended December 31, 2023, 2024 and 2025 was $2,013, $2,301 and $2,079, respectively. Gains or losses on the sales are recorded at the time of transfer of the accounts receivable and are included under"interest income (expense), net" in the Company's consolidated statements of income.

The Company also has arrangements with financial institutions that manage the accounts payable program for certain of the Company's large clients. The Company sells certain accounts receivable pertaining to such clients to these financial institutions on a non-recourse basis. There is no cap on the value of accounts receivable that can be sold under these arrangements. The Company used these arrangements to sell accounts receivable amounting to $270,211 and $327,207 during the years ended December 31, 2024 and 2025, respectively, which also represents the maximum capacity utilized under these arrangements in each such year. The cost of factoring such accounts receivable during the years ended December 31, 2023, 2024 and 2025 was $7,921, $6,027 and $5,796, respectively. These costs are included under "interest income (expense), net" in the Company’s consolidated statements of income.

  1. Fair value measurements

The Company measures certain financial assets and liabilities, including derivative instruments, at fair value on a recurring basis. The fair value measurements of these financial assets and liabilities were determined using the following inputs as of December 31, 2024 and 2025:

As of December 31, 2024
Fair Value Measurements at Reporting Date Using
Quoted Prices inActive Markets forIdentical Assets · Significant OtherObservableInputs · Significant OtherUnobservableInputs
Total(Level 1)(Level 2)(Level 3)
Assets
Derivative instruments (Note a, c)$22,001$—$22,001$—
Deferred compensation plan assets (Note a, e)61,549——61,549
Total$83,550$—$22,001$61,549
Liabilities
Derivative instruments (Note b, c)58,699—58,699—
Deferred compensation plan liability (Note b, f)60,924——60,924
Total$119,623$—$58,699$60,924
As of December 31, 2025
Fair Value Measurements at Reporting Date Using
Quoted Prices inActive Markets forIdentical Assets · Significant OtherObservableInputs · Significant OtherUnobservableInputs
Total(Level 1)(Level 2)(Level 3)
Assets
Derivative instruments (Note a, c)$15,440$—$15,440$—
Deferred compensation plan assets (Note a, e)75,586——75,586
Total$91,026$—$15,440$75,586
Liabilities
Earn-out consideration (Note b, d)$77,500$—$—$77,500
Derivative instruments (Note b, c)$105,009$—$105,009$—
Deferred compensation plan liability (Note b, f)74,820——74,820
Total$257,329$—$105,009$152,320

(a)Derivative assets are included in “prepaid expenses and other current assets” and “other assets” in the consolidated balance sheets. Deferred compensation plan assets are included in “other assets” in the consolidated balance sheets.

(b)Included in “accrued expenses and other current liabilities” and “other liabilities” in the consolidated balance sheets.

(c)The Company values its derivative instruments based on market observable inputs, including both forward and spot prices for the relevant currencies and interest rate indices for relevant interest rates. The quotes are taken from an independent market database.

  1. Fair value measurements (Continued)

(d)The fair value of earn-out consideration, calculated as the present value of expected future payments to be made to the sellers of acquired businesses, was derived by estimating the future financial performance of the acquired businesses using the earn-out formulas and performance targets specified in the purchase agreements and adjusting the result to reflect the Company’s estimate of the likelihood of achievement of such targets. Given the significance of the unobservable inputs, the valuations are classified in level 3 of the fair value hierarchy.

(e)Deferred compensation plan assets consist of life insurance policies held under a Rabbi Trust. Assets held in the Rabbi Trust are valued based on the cash surrender value of the insurance contract, which is determined based on the fair value of the underlying assets included in the insurance portfolio and are therefore classified within level 3 of the fair value hierarchy.

(f)The fair value of the deferred compensation plan liability is derived based on the fair value of the underlying assets in the insurance policies and is therefore classified within level 3 of the fair value hierarchy.

The following table provides a roll-forward of the fair value of earn-out consideration categorized as level 3 in the fair value hierarchy for the years ended December 31, 2024 and 2025:

Year ended December 31,
20242025
Opening balance$—$—
Earn-out consideration payable in connection with acquisitions—77,500
Closing balance$—$77,500

The following table provides a roll-forward of the fair value of deferred compensation plan assets categorized as level 3 in the fair value hierarchy for the years ended December 31, 2024 and 2025:

Year ended December 31,
20242025
Opening balance$51,983$61,549
Additions (net of redemption)2,2634,148
Change in fair value of deferred compensation plan assets (Note a)7,3039,889
Closing balance$61,549$75,586

(a)Changes in the fair value of plan assets are reported in “other income (expense), net” in the consolidated statements of income.

The following table provides a roll-forward of the fair value of deferred compensation plan liabilities categorized as level 3 in the fair value hierarchy for the years ended December 31, 2024 and 2025:

Year ended December 31,
20242025
Opening balance$51,354$60,924
Additions (net of redemption)2,2633,988
Change in fair value of deferred compensation plan liabilities (Note a)7,3079,908
Closing balance$60,924$74,820

(a)Changes in the fair value of deferred compensation plan liabilities are reported in “selling, general and administrative expenses” in the consolidated statements of income.

  1. Derivative financial instruments

The Company is exposed to the risk of rate fluctuations on its foreign currency assets and liabilities and on foreign currency denominated forecasted cash flows and interest rates. The Company has established risk management policies, including the use of derivative financial instruments to hedge foreign currency assets and liabilities, foreign currency denominated forecasted cash flows and interest rate risk. These derivative financial instruments consist of deliverable and non-deliverable forward foreign exchange contracts, treasury rate locks and interest rate swaps. The Company enters into these contracts with counterparties that are banks or other financial institutions, and the Company considers the risk of non-performance by such counterparties not to be material. The forward foreign exchange contracts and interest rate swaps mature during a period of up to 48 months and the forecasted transactions are expected to occur during the same period.

The following table presents the aggregate notional principal amounts of outstanding derivative financial instruments together with the related balance sheet exposure:

Notional principal amounts(Note a)Balance sheet exposure asset(liability) (Note b)
As of December 31, 2024As of December 31, 2025As of December 31, 2024As of December 31, 2025
Foreign exchange forward contracts denominated in:
United States Dollars (sell) Indian Rupees (buy)$2,413,000$2,771,310$(36,478)$(72,843)
United States Dollars (sell) Mexican Peso (buy)71,00071,400(8,188)2,201
United States Dollars (sell) Philippines Peso (buy)161,400234,000(3,274)(5,739)
Euro (sell) United States Dollars (buy)219,706446,84610,282(9,636)
Singapore Dollar (buy) United States Dollars (sell)12,000—(407)—
Euro (sell) Romanian Leu (buy)67,14463,353(156)143
Japanese Yen (sell) Chinese Renminbi (buy)34,50767,6173,4023,746
United States Dollars (sell) Chinese Renminbi (buy)46,80082,800(1,883)144
Pound Sterling (sell) United States Dollars (buy)15,50792,322463(279)
United States Dollars (sell) Hungarian Forint (buy)21,00033,000-1,6112,524
Australian Dollars (sell) Indian Rupees (buy)109,490189,7973,556(8,204)
United States Dollars (sell) Polish Zloty (buy)39,00042,000(1,190)1,884
Japanese Yen (sell) United States Dollars (buy)7,0007,000366238
Israeli Shekel (buy) United States Dollars (sell)20,00030,0004541,025
South African Rand (sell) United States Dollars (buy)32,00018,0001,725(1,186)
United States Dollars (sell) Brazilian Real (buy)4,0004,000(314)(46)
United States Dollars (sell) Costa Rica Colon (buy)13,00044,400231773
United States Dollars (sell) Canadian Dollar (buy)9,0009,000(352)193
United States Dollars (sell) Malaysian Ringgit (buy)5,00021,000(169)486
Interest rate swaps (floating to fixed)234,375221,875(3,155)(4,993)
$3,534,929$4,449,720$(36,698)$(89,569)

(a)Notional amounts are key elements of derivative financial instrument agreements but do not represent the amount exchanged by counterparties and do not measure the Company’s exposure to credit, foreign exchange, interest rate or market risks. However, the amounts exchanged are based on the notional amounts and other provisions of the underlying derivative financial instrument agreements. Notional amounts are denominated in U.S. dollars.

(b)Balance sheet exposure is denominated in U.S. dollars and denotes the mark-to-market impact of the derivative financial instruments on the reporting date.

FASB guidance on derivatives and hedging requires companies to recognize all derivative instruments as either assets or liabilities at fair value in the balance sheet. In accordance with FASB guidance on derivatives and hedging, the Company designates foreign exchange forward contracts, interest rate swaps and treasury rate locks as cash flow hedges. Foreign exchange forward contracts are entered into to cover the effects of future exchange rate variability on forecasted revenues and purchases of services, and interest rate swaps and treasury rate locks are entered into to cover interest rate fluctuation risk. In addition to this program, the Company uses derivative instruments that are not accounted for as hedges under FASB guidance in order to hedge foreign exchange risks related to balance sheet items, such as receivables and intercompany borrowings, that are denominated in currencies other than the Company’s underlying functional currency.

The fair value of the Company’s derivative instruments and their location in the Company’s financial statements are summarized in the table below:

Cash flow hedgesNon-designated
As of December 31, 2024As of December 31, 2025As of December 31, 2024As of December 31, 2025
Assets
Prepaid expenses and other current assets$11,855$9,257$5,419$2,076
Other assets$4,727$4,107$—$—
Liabilities
Accrued expenses and other current liabilities$24,436$47,648$12,990$12,947
Other liabilities$21,273$44,414$—$—

Cash flow hedges

For derivative instruments that are designated and qualify as cash flow hedges, the effective portion of the gain (loss) on the derivative instrument is reported as a component of other comprehensive income (loss) and reclassified into earnings in the same period or periods during which the hedged transaction is recognized in the consolidated statements of income. Gains (losses) on the derivatives, representing either hedge ineffectiveness or hedge components excluded from the assessment of effectiveness, are recognized in earnings as incurred.

In March 2021, the Company executed a treasury rate lock agreement for $350,000 in connection with future interest payments to be made on its senior notes issued in March 2021 by Genpact Luxembourg S.à r.l. (“Genpact Luxembourg”) and Genpact USA, Inc. (“Genpact USA”), both wholly-owned subsidiaries of the Company, and the treasury rate lock was designated as a cash flow hedge. The treasury rate lock agreement was terminated on March 23, 2021 and a deferred gain was recorded in accumulated other comprehensive income. This gain is being amortized to interest expense over the life of the 2021 Senior Notes (as defined in Note 13). The remaining gain to be amortized related to the treasury rate lock agreement as of December 31, 2024 and 2025 was $206 and $44, respectively.

In May 2024, the Company executed treasury rate lock agreements for $400,000 in connection with future interest payments to be made on its senior notes issued in June 2024 by Genpact Luxembourg and Genpact USA, and the treasury rate locks were designated as cash flow hedges. These treasury rate lock agreements were terminated on May 30, 2024 and a deferred loss was recorded in accumulated other comprehensive income. This loss is being amortized to interest expense over the life of the 2024 Senior Notes (as defined in Note 13). The remaining loss to be amortized related to the treasury rate lock agreements as of December 31, 2024 and 2025 was $351 and $272, respectively.

In November 2025, the Company executed treasury rate lock agreements for $350,000 in connection with future interest payments to be made on its senior notes issued in November 2025 by Genpact UK Finco plc and Genpact USA, and the treasury rate locks were designated as cash flow hedges. These treasury rate lock agreements were terminated on November 13, 2025 and a deferred loss was recorded in accumulated other comprehensive income. This loss is being amortized to interest expense over the life of the 2025 Senior Notes (as defined in Note 13). The remaining loss to be amortized related to the treasury rate lock agreements as of December 31, 2025 was $226.

In connection with cash flow hedges, the gains (losses) recorded as a component of other comprehensive income (loss) ("OCI"), and the related tax effects are summarized below:

Year ended December 31,
2023 · 2024 · 2025
Before-Tax amountTax (Expense) or BenefitNet of tax AmountBefore-TaxamountTax (Expense) or BenefitNet of tax AmountBefore-TaxamountTax (Expense) or BenefitNet of tax Amount
Opening balance$(7,255)$1,543$(5,712)$805$146$951$(29,271)$6,809$(22,462)
Net gains (losses) reclassified into statement of income on completion of hedged transactions13,871(3,644)10,22711,260(3,033)8,227(17,494)4,721(12,773)
Changes in fair value of effective portion of outstanding derivatives, net21,931(5,041)16,890(18,816)3,630(15,186)(67,374)17,727(49,647)
Gain (loss) on cash flow hedging derivatives, net8,060(1,397)6,663(30,076)6,663(23,413)(49,880)13,006(36,874)
Closing balance$805$146$951$(29,271)$6,809$(22,462)$(79,151)$19,815$(59,336)

The gains or losses recognized in other comprehensive income (loss) and their effects on financial performance are summarized below:

Derivatives inCash FlowHedgingRelationships · Amount of Gain (Loss)recognized in OCI onDerivatives (Effective Portion) · Location of Gain (Loss)reclassifiedfrom OCI intoStatement of Income(Effective Portion) · Amount of Gain (Loss) reclassifiedfrom OCI into Statement of Income(Effective Portion)
Year ended December 31,Year ended December 31,
2023 · 2024 · 2025 · 2023 · 2024 · 2025
Forward foreign exchange contracts$24,660$(21,056)$(64,719)Revenue$1,256$2,200$550
Interest rate swaps(2,729)2,637(2,539)Cost of revenue3,7156,757(15,371)
Treasury rate lock—(397)(116)Selling, general and administrative expenses565947(2,049)
Interest expense8,3351,356(624)
$21,931$(18,816)$(67,374)$13,871$11,260$(17,494)

There wereno gains (losses) recognized in the statement of income on the ineffective portion of derivatives and excluded from effectiveness testing for the years ended December 31, 2023, 2024 and 2025, respectively.

Non-designated Hedges

Derivatives not designated as hedging instruments · Location of Gain (Loss) recognized in Statement of Income on Derivatives · Amount of Gain (Loss) recognized in Statement of Income on Derivatives
Year ended December 31,
2023 · 2024 · 2025
Forward foreign exchange contracts (Note a)Foreign exchange gains (losses), net$13,462$(10,321)$(18,199)

a)These forward foreign exchange contracts were entered into to hedge fluctuations in foreign exchange rates for recognized balance sheet items, such as receivables and intercompany borrowings, and were not originally designated as hedges under FASB guidance on derivatives and hedging. Realized gains (losses) and changes in the fair value of these derivatives are recorded in foreign exchange gains (losses),net in the consolidated statements of income.

  1. Prepaid expenses and other current assets

Prepaid expenses and other current assets consist of the following:

As of December 31,
20242025
Advance income and non-income-based taxes$69,668$61,065
Contract asset (Note 24)32,57235,583
Prepaid expenses43,93651,778
Derivative instruments (Note 6)17,27411,333
Employee advances3,1863,353
Deposits3,8862,280
Advances to suppliers6,3772,913
Others32,99443,676
$209,893$211,981
  1. Property, plant and equipment, net

Property, plant and equipment, net consist of the following:

As of December 31,
20242025
Land$4,465$4,252
Buildings31,97631,430
Furniture and fixtures48,63644,693
Computer equipment and servers299,617307,557
Plant, machinery and equipment97,49098,314
Computer software116,591113,614
Leasehold improvements126,048123,153
Vehicles114111
Capital work in progress62,57250,268
Property, plant and equipment, gross$787,509$773,392
Less: Accumulated depreciation, amortization and impairment(579,566)(582,944)
Property, plant and equipment, net$207,943$190,448

Depreciation expense on property, plant and equipment (other than computer software) for the years ended December 31, 2023, 2024 and 2025 was $50,445, $55,249 and $55,781, respectively. Computer software amortization for the years ended December 31, 2023, 2024 and 2025 was $2,429, $2,101 and $2,076, respectively.

  1. Property, plant and equipment, net (Continued)

The depreciation and amortization expenses set forth above include the effect of the reclassification of foreign exchange (gains) losses related to the effective portion of foreign currency derivative contracts, amounting to $(24), $(146) and $344 for the years ended December 31, 2023, 2024 and 2025, respectively.

For the year ended December 31, 2025, the Company determined that the carrying values of certain leasehold improvements related to the abandonment of various leased premises in 2025 were not recoverable, and the Company recorded complete write-downs of the carrying values of these assets. See Note 20, “Other operating (income) expense, net,” for additional details.

  1. Goodwill and intangible assets

The following table presents the changes in goodwill for the years ended December 31, 2024 and 2025:

As of December 31,
20242025
Opening balance$1,683,782$1,669,769
Goodwill relating to acquisitions consummated during the period—111,925
Impact of measurement period adjustments—346
Effect of exchange rate fluctuations(14,013)(924)
Closing balance$1,669,769$1,781,116

The following table presents the changes in goodwill by reporting unit for the year ended December 31, 2024:

Financial ServicesConsumer and HealthcareHigh Tech and ManufacturingTotal
Opening balance$408,674$592,780$682,328$1,683,782
Effect of exchange rate fluctuations(3,677)(4,983)(5,353)(14,013)
Closing balance$404,997$587,797$676,975$1,669,769

The following table presents the changes in goodwill by reporting unit for the year ended December 31, 2025:

Financial ServicesConsumer and HealthcareHigh Tech and ManufacturingTotal
Opening balance$404,997$587,797$676,975$1,669,769
Goodwill relating to acquisitions consummated during the period6,13288,51917,274111,925
Impact of measurement period adjustments1927453346
Effect of exchange rate fluctuations280(106)(1,098)(924)
Closing balance$411,428$676,484$693,204$1,781,116
  1. Goodwill and intangible assets (Continued)

The Company performed its annual impairment test of goodwill for the years ended December 31, 2023, 2024 and 2025. For the years ended December 31, 2023 and 2024, the Company performed a qualitative assessment to test goodwill for impairment to determine if it was more likely than not that the fair value of a reporting unit was less than its carrying amount. For the year ended December 31, 2025, the Company performed a quantitative assessment for impairment of goodwill as of December 31, 2025 for all reporting units to enhance the robustness of the testing process and to establish updated fair value baselines. Accordingly, the fair value of each reporting unit was determined using an income approach (discounted cash flow method). This valuation required management to make significant estimates regarding future cash flows, including projections of revenue growth, operating margins, and the selection of appropriate market-participant discount rates and terminal growth rates. .

Based on the results of the quantitative assessment, the fair value of each reporting unit was found to be substantially in excess of its carrying value and the Company concluded that no impairment existed as of December 31, 2025. For the years ended December 31, 2023 and 2024, the Company's qualitative assessments showed that it was more likely than not that the fair value of the Company's reporting units exceeded their carrying amounts for those periods and concluded that no impairment existed as of December 31, 2023 and 2024.

The total amount of the Company’s goodwill deductible for income tax purposes was $237,125 and $210,585 as of December 31, 2024 and 2025, respectively.

The Company’s intangible assets are as follows:

As of December 31, 2024As of December 31, 2025
Gross carrying amountAccumulated amortization & ImpairmentNetGross carrying amountAccumulated amortization & ImpairmentNet
Customer-related intangible assets$468,500$451,285$17,215$513,977$459,682$54,295
Marketing-related intangible assets97,60793,6093,998102,233102,20825
Technology-related intangible assets131,853126,1165,737141,659128,93912,720
$697,960$671,010$26,950$757,869$690,829$67,040

Amortization expenses for intangible assets acquired as part of a business combination and disclosed in the consolidated statements of income under amortization of acquired intangible assets for the years ended December 31, 2023, 2024 and 2025 was $31,463 , $26,476 and $24,292, respectively.

Amortization expenses for internally-developed and other intangible assets disclosed in the consolidated statements of income under cost of revenue and selling, general and administrative expenses for the years ended December 31, 2023, 2024 and 2025 were $8,571, $2,061 and $3,481, respectively.

Amortization expenses for the technology-related, internally-developed intangible assets set forth above include the effect of the reclassification of foreign exchange (gains) losses related to the effective portion of foreign currency derivative contracts, amounting to $(4), $(5) and $22 for the years ended December 31, 2023, 2024 and 2025, respectively.

  1. Goodwill and intangible assets (Continued)

The estimated amortization schedule for the Company’s intangible assets for future periods as of December 31, 2025 is set out below:

For the year ending December 31:
2026$17,948
202716,094
202811,804
20299,684
20308,097
20313,413
Total$67,040
  1. Other assets

Other assets consist of the following:

As of December 31,
20242025
Contract asset (Note 24)$16,408$29,228
Advance income and non-income-based taxes76,72066,358
Deposits23,61127,864
Derivative instruments (Note 6)4,7274,107
Prepaid expenses4,44251,566
Deferred billings*122,933221,988
Right of use of assets finance lease18,84920,472
Deferred compensation plan asset (Note 5)61,54975,586
Others20,58213,211
$349,821$510,380

*Deferred billings were $130,253 and $232,647, and allowances for credit losses on deferred billings were $7,320 and $10,659, resulting in net deferred billings balances of $122,933 and $221,988 as of December 31, 2024 and 2025, respectively.

During the years ended December 31, 2023, 2024 and 2025, the Company recorded additional charges of $898, $6,224 and $3,339, respectively, in the income statement on account of credit losses on deferred billings.

  1. Leases

The Company has leased buildings, vehicles, furniture and fixtures, leased lines, computer equipment and servers from various lessors. Certain lease agreements include options to terminate or extend the leases for up to 10 years. The lease agreements do not contain any material residual value guarantees or material restrictive covenants.

  1. Leases ( Continued)

The components of lease cost for operating and finance leases for the years ended December 31, 2023, 2024 and 2025 are summarized below:

Year ended December 31, 2023Year ended December 31, 2024Year ended December 31, 2025
Finance lease cost:
Amortization of ROU assets (Note a)11,05810,2619,975
Interest on lease liabilities (Note b)1,3321,3511,654
Operating lease cost (Note c)60,62961,48964,766
Short-term lease cost (Note c)1,9632,1113,069
Variable lease cost (Note c)6,7853,3143,312
Total lease cost$81,767$78,526$82,776

(a)Included in “depreciation and amortization” in the consolidated statements of income.

(b)Included in “interest income (expense), net” in the consolidated statements of income.

(c)Included in “cost of revenue” and “selling, general and administrative expenses” in the consolidated statements of income.

ROU assets relating to finance leases of $18,849 and $20,472 as of December 31, 2024 and December 31, 2025, respectively, are included in “other assets” in the consolidated balance sheets.

Amortization of ROU assets as set out above includes the effect of the reclassification of foreign exchange (gains) losses related to the effective portion of foreign currency derivative contracts amounting to $(3), $(26) and $58 for the years ended December 31, 2023, 2024 and 2025, respectively.

The operating lease cost set out above includes the effect of the reclassification of foreign exchange (gains) losses related to the effective portion of foreign currency derivative contracts amounting to $(74), $(14) and $289 for the years ended December 31, 2023, 2024 and 2025, respectively.

Other information

Year ended December 31, 2023Year ended December 31, 2024Year ended December 31, 2025
Weighted-average remaining lease term—finance leases1.9 years2.39 years2.45 years
Weighted-average remaining lease term—operating leases5.06 years4.69 years4.36 years
Weighted-average discount rate—finance leases6.54%7.49%6.88%
Weighted-average discount rate—operating leases8.33%8.75%8.94%
Year ended December 31, 2023Year ended December 31, 2024Year ended December 31, 2025
Cash paid for amounts included in the measurement of lease liabilities
Operating cash outflows for finance leases$1,332$1,351$1,654
Operating cash outflows for operating leases$70,176$69,682$75,131
Financing cash outflows for finance leases$12,165$11,358$9,508
  1. Leases (Continued)

The following table reconciles the undiscounted cash flows for the Company’s operating and finance leases as of December 31, 2024 to the finance and operating lease liabilities recorded on the Company’s consolidated balance sheets:

Period rangeFinance leaseOperating lease
2025$9,561$68,952
20265,35855,397
20273,03448,097
20281,45034,995
202924319,481
Thereafter—29,633
Total lease payments$19,646$256,555
Less: Imputed interest2,25450,296
Total lease liabilities$17,392$206,259

The following table reconciles the undiscounted cash flows for the Company’s finance and operating leases as of December 31, 2025 to the finance and operating lease liabilities recorded on the Company’s consolidated balance sheets:

Period rangeFinance leaseOperating lease
2026$10,557$67,670
20275,51561,795
20284,07048,387
20291,14929,504
203018115,124
Thereafter—24,398
Total lease payments$21,472$246,878
Less: Imputed interest2,16343,990
Total lease liabilities$19,309$202,888

During the years ended December 31, 2023, 2024 and 2025, the Company recorded impairment charges on operating lease right-of-use assets amounting to $0, $0 and $7,656, respectively, relating to the abandonment of certain leased premises. See Note 20, “Other operating (income) expense, net,” for additional details.

  1. Accrued expenses and other current liabilities

Accrued expenses and other current liabilities consist of the following:

As of December 31,
20242025
Accrued expenses$199,555$221,316
Accrued employee cost328,090380,914
Statutory liabilities78,26788,847
Retirement benefits2,2192,334
Compensated absences28,15730,414
Derivative instruments (Note 6)37,42660,595
Contract liabilities (Note 24)101,853203,128
Finance lease liabilities8,5819,444
Earn-out consideration—77,500
Deferred compensation plan liability (Note 5)3,8133,831
Other liabilities25,03325,302
$812,994$1,103,625
  1. Long-term debt

In December 2022, the Company entered into the 2022 Credit Agreement ("the 2022 Credit Agreement") which amended its credit facility entered into in August 2018. The 2022 Credit Agreement, which is comprised of a $530,000 term loan and a $650,000 revolving credit facility, is guaranteed by the Company and certain of its subsidiaries. The obligations under the 2022 Credit Agreement are unsecured.

Borrowings under the 2022 Credit Agreement bear interest at a rate equal to, at the election of the Company, either Adjusted Term SOFR (which is the rate per annum equal to (a) Term SOFR (the forward-looking secured overnight financing rate) plus (b) a Term SOFR Adjustment of 0.10% per annum, but in no case lower than 0.00%) plus an applicable margin equal to 1.375% per annum or a base rate plus an applicable margin equal to 0.375% per annum, in each case subject to adjustment based on the Borrowers' debt ratings provided by Standard & Poor’s Rating Services and Moody’s Investors Service, Inc. (the "Debt Ratings"). The revolving credit commitments under the 2022 Credit Agreement are subject to a commitment fee equal to 0.20% per annum, subject to adjustment based on the Debt Ratings. The commitment fee accrues on the actual daily amount by which the aggregate revolving commitments exceed the sum of outstanding revolving loans and letter of credit obligations.

The 2022 Credit Agreement restricts certain payments, including dividend payments, if there is an event of default under the 2022 Credit Agreement or if the Company is not, or after making the payment would not be, in compliance with certain financial covenants contained in the 2022 Credit Agreement. These covenants require the Company to maintain a net debt to EBITDA leverage ratio of less than 3 x and an interest coverage ratio of more than 3 x. During the year ended December 31, 2025, the Company was in compliance with the terms of the 2022 Credit Agreement, including all of the financial covenants therein. The Company’s retained earnings are not subject to any restrictions on availability to make dividend payments to shareholders, subject to compliance with the financial covenants described above that are contained in the 2022 Credit Agreement.

As of December 31, 2024 and 2025, the amount outstanding under the Company's term loan, net of debt amortization expense of $911 and $584, was $476,089 and $449,916, respectively.

Indebtedness under the 2022 Credit Agreement is unsecured. The amount outstanding on the term loan as of December 31, 2025 requires quarterly payments of $6,625, and the balance of the loan is due and payable upon the maturity of the term loan on December 13, 2027.

  1. Long-term debt (Continued)

The maturity profile of the term loan outstanding as of December 31, 2025, net of debt amortization expense, is as follows:

Year endedAmount
202626,192
2027423,724
Total$449,916

Genpact Luxembourg issued $400,000 aggregate principal amount of 3.375% senior notes in November 2019 (the “2019 Senior Notes”). The 2019 Senior Notes were fully guaranteed by the Company and Genpact USA. The total debt issuance cost of $2,937 incurred in connection with the 2019 Senior Notes offering was amortized over the life of the 2019 Senior Notes as an additional interest expense. The 2019 Senior Notes were fully repaid at their maturity on December 1, 2024.

In March 2021, Genpact Luxembourg and Genpact USA co-issued $350,000 aggregate principal amount of 1.750% senior notes (the “2021 Senior Notes”). The 2021 Senior Notes are fully guaranteed by the Company and Genpact UK Finco plc. The total debt issuance cost of $3,032 incurred in connection with the 2021 Senior Notes is being amortized over the life of the 2021 Senior Notes as additional interest expense. As of December 31, 2024 and 2025, the amount outstanding under the 2021 Senior Notes, net of debt amortization expense of $766 and $165, respectively, was $349,234 and $349,835, respectively, which is payable on April 10, 2026.

In June 2024, Genpact Luxembourg and Genpact USA co-issued $400,000 aggregate principal amount of 6.000% senior notes (the “2024 Senior Notes”). The 2024 Senior Notes are fully guaranteed by the Company and Genpact UK Finco plc. The total debt issuance cost of $4,395 incurred in connection with the 2024 Senior Notes is being amortized over the life of the 2024 Senior Notes as additional interest expense. As of December 31, 2024 and December 31, 2025, the amount outstanding under the 2024 Senior Notes, net of debt amortization expense of $3,883 and $3,005, was $396,117 and $396,994, respectively, which is payable on June 4, 2029.

In November 2025, Genpact UK Finco plc and Genpact USA co-issued $350,000 aggregate principal amount of 4.950% senior notes (the “2025 Senior Notes,” and together with the 2021 Senior Notes and 2024 Senior Notes, the "Senior Notes"). The 2025 Senior Notes are fully guaranteed by the Company and Genpact Luxembourg. The total debt issuance cost of $4,551 incurred in connection with the 2025 Senior Notes is being amortized over the life of the 2025 Senior Notes as additional interest expense. As of December 31, 2025, the amount outstanding under the 2025 Senior Notes, net of debt amortization expense of $4,444, was $345,556, which is payable on November 18, 2030.

The Company pays interest on (i) the 2021 Senior Notes semi-annually in arrears on April 10 and October 10 of each year, (ii) the 2024 Senior Notes semi-annually in arrears on June 4 and December 4 of each year and (iii) the 2025 Senior Notes semi-annually in arrears on May 18 and November 18 of each year, ending on the maturity dates of April 10, 2026, June 4, 2029 and November 18, 2030, respectively. The Company, at its option, may redeem the Senior Notes at any time in whole or in part, at a redemption price equal to (i)100% of the principal amount of the notes redeemed, together with accrued and unpaid interest on the redeemed amount, and (ii) if the notes are redeemed prior to, in the case of the 2021 Senior Notes, March 10, 2026, in the case of the 2024 Senior Notes, May 4, 2029, and in the case of the 2025 Senior Notes, October 18, 2030, a specified “make-whole” premium. Additionally, the Company may redeem any series of Senior Notes in whole, but not in part, at any time at a redemption price equal to 100% of the principal amount thereof, together with accrued and unpaid interest to the redemption date, in the event of certain changes in taxation in any jurisdiction (other than the U.S. for the 2021 Senior Notes and 2024 Notes, and other than the U.S. and UK for the 2025 Senior Notes) having authority to tax the issuers. Upon certain change of control transactions, the applicable issuer or issuers will be required to make an offer to repurchase the Senior Notes at a price equal to 101% of the aggregate principal amount of the Senior Notes, plus accrued and unpaid interest. The interest rate payable on the 2021 Senior Notes is subject to adjustment if the credit rating of the 2021 Senior Notes is downgraded, up to a maximum increase of 2.0%. The Senior Notes are subject to certain customary covenants, including limitations on the ability of the Company and certain of its subsidiaries to incur debt secured by liens, engage in certain sale and leaseback transactions and consolidate, merge, convey or transfer their assets substantially as an entirety. During the year ended December 31, 2025, the Company and its applicable subsidiaries were in compliance with the covenants under the Senior Notes.

  1. Long-term debt (Continued)

A summary of the Company’s long-term debt is as follows:

As of December 31,
20242025
Credit facility, net of amortization expenses$476,089$449,916
1.750% 2021 Senior Notes, net of debt amortization expenses$349,234$349,835
6.000% 2024 Senior Notes, net of debt amortization expenses$396,117$396,994
4.950% 2025 Senior Notes, net of debt amortization expenses$—$345,556
$1,221,440$1,542,301
Current portion$26,173$376,027
Non-current portion1,195,2671,166,274
Total$1,221,440$1,542,301
  1. Short-term borrowings

The Company has the following borrowing facilities:

(a)Fund-based and non-fund-based credit facilities with banks, which are available for operational requirements in the form of overdrafts, letters of credit, guarantees and short-term loans. As of December 31, 2024 and 2025, the limits available were $22,421 and $26,563, respectively, of which $8,482 and $7,988, respectively, were utilized, constituting non-funded drawdown.

(b)A fund-based and non-fund based revolving credit facility of $650,000, which the Company obtained by entering into the 2022 Credit Agreement on December 13, 2022. The term loan and revolving credit facility under the 2022 Credit Agreement expire on December 13, 2027. Borrowings under the 2022 Credit Agreement bear interest at a rate equal to, at the election of the Company, either Adjusted Term SOFR (which is the rate per annum equal to (a) Term SOFR (the forward-looking secured overnight financing rate) plus (b) a Term SOFR Adjustment of 0.10% per annum, but in no case lower than 0.0%) plus an applicable margin equal to 1.375% per annum or a base rate plus an applicable margin equal to 0.375% per annum. The unutilized amount on the revolving credit facilities under the 2022 Credit Agreement bore a commitment fee of 0.20% as of December 31, 2024 and 2025. As of December 31, 2024 and 2025, a total of $1,532 and $1,257, respectively, was utilized, of which $0 and $0, respectively, constituted funded drawdown and $1,532 and $1,257, respectively, constituted non-funded drawdown. The 2022 Credit Agreement contains certain customary covenants, including a maximum leverage covenant and a minimum interest coverage ratio. During the year ended December 31, 2025, the Company was in compliance with the financial covenants of the 2022 Credit Agreement.

  1. Other liabilities

Other liabilities consist of the following:

As of December 31,
20242025
Accrued expenses60,905100,573
Accrued employee cost2,8544,406
Retirement benefits13,84317,237
Compensated absences48,52751,780
Derivative instruments (Note 6)21,27344,414
Contract liabilities (Note 24)50,33647,063
Finance lease liabilities8,8119,864
Deferred compensation plan liability (Note 5)57,11170,989
Others5,3817,038
Total$269,041$353,364
  1. Employee benefit plans

The Company has employee benefit plans in the form of certain statutory and other programs covering its employees.

Defined benefit plans

In accordance with Indian law, the Company maintains a defined benefit retirement plan ("the Gratuity Plan") covering substantially all of its Indian employees. The Gratuity Plan provides a lump-sum payment to vested employees upon retirement or termination of employment in an amount based on each employee’s salary and duration of employment with the Company. The Gratuity Plan benefit cost for the year is calculated on an actuarial basis. The Company contributes the required funding for all ascertained liabilities to the Gratuity Plan. Trustees administer contributions made to the trust, and contributions are invested in specific designated instruments as permitted by Indian law. The Company’s overall investment strategy is to invest predominantly in fixed income funds managed by asset management companies and a small portion in equity funds. These funds further invest in debt securities such as money market instruments, government securities and public and private bonds. During the years ended December 31, 2024 and 2025, all of the plan assets were primarily invested in debt securities.

On November 21, 2025, the Government of India implemented four new labor codes—the Code on Wages, 2019, the Industrial Relations Code, 2020, the Code on Social Security, 2020, and the Occupational Safety, Health and Working Conditions Code, 2020—which consolidate 29 existing labor laws into a unified legislative framework. The implementation of these codes has significant accounting impacts for the Company's employee benefit obligations.

In accordance with ASC 715, changes to defined benefit plans, such as the Gratuity Plan in India, are accounted for as plan amendments, with the impact recognized in Other Comprehensive Income ("OCI") at the amendment date. The implementation of the new labor codes had a $19,055 impact on the Company's Gratuity Plan, which was recognized as a prior service cost in OCI in 2025 and will subsequently be reclassified to the Company's consolidated statements of income over the future service periods of employees active at the amendment date who are expected to receive benefits under the plan.

In accordance with ASC 710, the impact of the new labor codes on compensated absences for employees in India in the consolidated statement of income for the year ended December 31, 2025 was not significant.

The Company has assessed and disclosed the incremental impact of these legislative changes based on legal opinions received and the best available information. The Company continues to monitor the finalization of implementing rules and clarifications from the Government of India and will recognize any additional accounting effects as required.

In accordance with Mexican law, the Company provides certain termination benefits (the “Mexican Plan”) to all of its Mexican employees based on the age, duration of service and salary of each eligible employee. The full-year benefit cost of the Mexican Plan is calculated on an actuarial basis.

Certain of the Company’s subsidiaries organized or operating in the Philippines and Japan have sponsored defined benefit retirement programs (respectively, the “Philippines Plan” and the “Japan Plan”). The full-year benefit costs of the Philippines Plan and the Japan Plan are calculated on an actuarial basis. Company contributions in respect of these plans are made to insurer-managed funds or to a trust. The trust contributions are further invested in government bonds.

In accordance with Israeli law, the Company provides certain termination benefits (the “Israeli Plan”) to all of its Israeli employees based on the age, duration of service and salary of each eligible employee. The full-year benefit cost of the Israeli Plan is calculated on an actuarial basis. The plan contributions are further invested into insurer managed funds.

Current service costs for defined benefit plans are accrued in the year to which they relate on a monthly basis. Actuarial gains or losses, or prior service costs, if any, resulting from amendments to the plans are recognized and amortized over the remaining period of service of the employees or over the average remaining life expectancies for inactive employees if most of the plan obligations are payable to inactive employees.

The following table sets forth the funded status of the Company’s defined benefit plans and the amounts recognized in the Company’s financial statements based on actuarial valuations carried out as of December 31, 2024 and 2025.

As of December 31,
20242025
Change in benefit obligation
Projected benefit obligation at the beginning of the year$101,739$105,693
Service cost16,62519,672
Actuarial loss/(gain)(7,185)6,880
Interest cost8,1238,997
Benefits paid(9,109)(9,244)
Plan amendments—19,055
Settlements(349)(1,386)
Curtailments(18)(109)
Gain on exchange rate changes(4,133)(4,768)
Projected benefit obligation at the end of the year$105,693$144,790
Change in fair value of plan assets
Fair value of plan assets at the beginning of the year$86,685$106,025
Employer contributions24,72036,540
Actual gain on plan assets8,7147,135
Actuarial gain/(loss)(1,493)25
Benefits paid(9,837)(10,308)
Settlements404(387)
Loss on exchange rate changes(3,168)(5,720)
Fair value of plan assets at the end of the year$106,025$133,310
Funded status, end of year$332$(11,480)
Amounts recognized in the consolidated balance sheets
Non-current assets (recorded under other assets-others)$16,392$8,091
Current liabilities (recorded under accrued expenses and other current liabilities-retirement benefits)(2,219)(2,334)
Non-current liabilities (recorded under other liabilities- retirement benefits)(13,841)(17,237)
Funded status, end of year$332$(11,480)

The change in defined benefit obligation for the years ended December 31, 2025 is largely due to the prior service cost arising from the implementation of new labor codes in India and changes in actuarial assumptions pertaining to discount rates.

Amounts included in accumulated other comprehensive income (loss) as of December 31, 2023, 2024 and 2025 were as follows:

As of December 31,
202320242025
Net actuarial gain (loss)(8,747)$437$(5,027)
Net prior service credit / (cost)446379(17,520)
Deferred tax benefit (expense)1,812(508)5,227
Other comprehensive income (loss), net$(6,489)$308$(17,320)

Changes in other comprehensive income (loss) during the years ended December 31, 2024 and 2025 were as follows:

Year ended December 31,
20242025
Net actuarial gain (loss)$8,870$(6,817)
Amortization of net actuarial loss4701,118
Deferred tax (expense) benefit(2,320)5,736
Net prior service credit2517
Plan amendments—(19,055)
Curtailment52
Settlements12
Effect of exchange rate changes(231)869
Other comprehensive income (loss), net$6,797$(17,628)

Funded status for defined benefit plans

The accumulated benefit obligation for defined benefit plans in excess of plan assets as of December 31, 2024 and 2025 was as follows:

As of December 31,
20242025
Accumulated benefit obligation$13,719$18,582
Fair value of plan assets at the end of the year$1,413$3,987

The projected benefit obligation for defined benefit plans in excess of plan assets as of December 31, 2024 and 2025 was as follows:

As of December 31,
20242025
Projected benefit obligation$17,834$24,914
Fair value of plan assets at the end of the year$1,773$5,698

The amount of net projected benefit obligation and plan assets for all underfunded (including unfunded) defined benefit obligation plans was $16,062 and $19,216 as of December 31, 2024 and 2025, respectively, and was classified as liabilities in the consolidated balance sheets.

Net defined benefit plan costs for the year ended December 31, 2023, 2024 and 2025 include the following components:

Year ended December 31,
202320242025
Service costs$15,099$16,625$19,672
Interest costs6,9308,1238,997
Amortization of actuarial loss660195557
Expected return on plan assets(5,008)(5,536)(7,099)
Settlements140279852
Net Prior Service Credit / (Cost)——517
Net defined benefit plan costs$17,821$19,686$23,496

Expected Contributions

The Company estimates that it will pay approximately $8,006 in fiscal 2026 related to contributions to defined benefit plans.

The weighted average assumptions used to determine the benefit obligations of the Indian Gratuity Plan as of December 31, 2024 and 2025 are presented below:

As of December 31,
2024 · 2025
Discount rate7.70%-7.75%7.10%-7.40%
Rate of increase in compensation per annum4.35%-8.00%5.50%-10.00%

The weighted average assumptions used to determine the Indian Gratuity Plan costs for the years ended December 31, 2023, 2024 and 2025 are presented below:

Year ended December 31,
2023 · 2024 · 2025
Discount rate7.45 %-7.70 %7.65 %-7.90 %7.70%-7.75%
Rate of increase in compensation per annum5.20 %-9.00 %5.20 %-9.00 %4.35%-8.00%
Expected long term rate of return on plan assets per annum7.00%7.00%7.00%

The weighted average assumptions used to determine the benefit obligations of the Mexican Plan as of December 31, 2024 and 2025 are presented below:

As of December 31,
20242025
Discount rate10.70%10.70%
Rate of increase in compensation per annum5.50%5.50%

The weighted average assumptions used to determine the costs of the Mexican Plan for the years ended December 31, 2023, 2024 and 2025 are presented below:

Year ended December 31,
202320242025
Discount rate9.30%10.70%10.70%
Rate of increase in compensation per annum5.50%5.50%5.50%

The weighted average assumptions used to determine the benefit obligations of the Philippines Plan as of December 31, 2024 and 2025 are presented below:

As of December 31,
20242025
Discount rate8.44%8.23%
Rate of increase in compensation per annum5.80%5.00%

The weighted average assumptions used to determine the costs of the Philippines Plan for the years ended December 31, 2023, 2024 and 2025 are presented below:

Year ended December 31,
202320242025
Discount rate9.80%8.54%8.44%
Rate of increase in compensation per annum5.30%5.80%5.80%
Expected long-term rate of return on plan assets per annum2.00%2.00%7.00%

The weighted average assumptions used to determine the benefit obligation of the Japan Plan as of December 31, 2024 and 2025 are presented below:

As of December 31,
2024 · 2025
Discount rate0.34%—1.29%0.81%—3.20%
Rate of increase in compensation per annum—*2%

*Not significant.

The weighted average assumptions used to determine the costs of the Japan Plan for the years ended December 31, 2023, 2024 and 2025 are presented below:

Year ended December 31,
2023 · 2024 · 2025
Discount rate0.14 %-0.94 %0.34%-1.29%0.81%-3.20%
Rate of increase in compensation per annum—*—*2%
Expected long term rate of return on plan assets per annum1.77 %1.77%1.77%

*Not significant.

The expected returns on plan assets set forth above are based on the Company’s expectation of the average long-term rate of return expected to prevail over the next 15 to 20 years on the types of investments prescribed by applicable statute.

The Company evaluates these assumptions based on projections of the Company’s long-term growth and prevalent industry standards. Unrecognized actuarial loss is amortized over the average remaining service period of the active employees expected to receive benefits under the plan.

Investment and risk management strategy

The overall investment objective of the Company’s defined benefit plans is to match the duration of the plans’ assets to the plans’ liabilities while managing risk in order to meet defined benefit obligations. The plans’ future prospects, their current financial conditions, our current funding levels and other relevant factors suggest that the plans can tolerate some interim fluctuations in market value and rates of return in order to achieve long-term objectives without undue risk to the plans’ ability to meet their current benefit obligations.

Plan investments are exposed to risks including market, interest rate and operating risk. In order to mitigate significant concentrations of these risks, the assets are invested in a diversified portfolio primarily consisting of fixed income instruments, liquid assets, equities and debt.

The fair values of the Company’s plan assets as of December 31, 2024 and 2025 by asset category are as follows:

As of December 31, 2024
Fair Value Measurements at Reporting Date Using
Quoted Prices inActive Markets forIdentical Assets · Significant OtherObservableInputs · Significant OtherUnobservableInputs
Total(Level 1)(Level 2)(Level 3)
Asset Category
Cash5,9485,948——
Fixed income securities (Note a)99,795—99,795—
Other securities (Note b)282—282—
Total$106,025$5,948$100,077$—
As of December 31, 2025
Fair Value Measurements at Reporting Date Using
Quoted Prices inActive Markets forIdentical Assets · Significant OtherObservableInputs · Significant OtherUnobservableInputs
Total(Level 1)(Level 2)(Level 3)
Asset Category
Cash26,06326,063——
Fixed income securities (Note a)106,120—106,120—
Other securities (Note b)1,127—1,127—
Total$133,310$26,063$107,247$—

(a)Includes investments in funds that invest 100% of their assets in fixed income securities such as money market instruments, government securities and public and private bonds.

(b)Includes investments in funds that invest primarily in equity securities.

The expected benefit plan payments set forth below reflect expected future service:

Year ending December 31,
202621,011
202719,090
202819,111
202918,268
203017,894
2031-203579,023
$174,397

The Company’s expected benefit plan payments are based on the same assumptions that were used to measure the Company’s benefit obligations as of December 31, 2025.

Defined contribution plans

During the years ended December 31, 2023, 2024 and 2025, the Company contributed the following amounts to defined contribution plans in various jurisdictions:

Year ended December 31,
202320242025
India$47,979$54,867$60,984
U.S.20,82021,60020,270
UK19,19718,34819,678
China27,07729,07629,659
Other Regions19,73718,48720,971
Total$134,810$142,378$151,562

Deferred compensation plan

On July 1, 2018, Genpact LLC, a wholly-owned subsidiary of the Company, adopted an executive deferred compensation plan (the “Plan”). The Plan provides a select group of U.S.-based members of Company management with the opportunity to defer from 1% to 80% of their base salary and from 1% to 100% of their qualifying bonus compensation (or such other minimums or maximums as determined by the Plan administrator from time to time) pursuant to the terms of the Plan. Participant deferrals are 100% vested at all times. The Plan also allows for discretionary supplemental employer contributions by the Company, in its sole discretion, which will be subject to atwo-year vesting schedule (50% vesting on the one-year anniversary of approval of the contribution and 50% vesting on the second year anniversary of approval of the contribution) or such other vesting schedule as determined by the Company. However, no such contributions have been made by the Company to date.

The Plan also provides an option for participants to elect to receive deferred compensation and earnings thereon on either fixed date(s) no earlier thantwo years following the applicable Plan year (or end of the applicable performance period for performance-based bonus compensation) or following a separation from service, in each case either in a lump sum or in annual installments over a term of up to 15 years. Participants can elect to change or re-defer their rights to receive the deferred compensation until the 10 th anniversary following their separation from service, subject to fulfillment of certain conditions. Each Plan participant’s compensation deferrals are credited or debited with notional investment gains and losses equal to the performance of selected hypothetical investment funds offered under the Plan and elected by the participant.

The Company has investments in funds held in Company-owned life insurance policies which are held in a Rabbi Trust that are classified as trading securities. Management determines the appropriate classification of the securities at the time they are acquired and evaluates the appropriateness of such classifications at each balance sheet date.

The liability for the Plan was $60,924 and $74,820 as of December 31, 2024 and December 31, 2025, respectively, and is included in “accrued expenses and other current liabilities” and “other liabilities” in the consolidated balance sheets. In connection with the administration of the Plan, the Company has purchased Company-owned life insurance policies insuring the lives of certain employees. The cash surrender value of these policies was $61,549 and $75,586 as of December 31, 2024 and December 31, 2025, respectively. The cash surrender value of these insurance policies is included in “Other assets” in the consolidated balance sheets. During the years ended December 31, 2023, 2024 and 2025, the change in the fair value of Plan assets was $7,506, $7,303 and $9,889, respectively, which is included in “Other income (expense), net” in the consolidated statements of income. During the years ended December 31, 2023, 2024 and 2025, the change in the fair value of deferred compensation liabilities was $7,484, $7,307 and $9,908, respectively, which is included in “selling, general and administrative expenses.”

  1. Stock-based compensation

The Company has granted stock-based awards under the Genpact Limited 2007 Omnibus Incentive Compensation Plan (the “2007 Omnibus Plan”) and the Genpact Limited 2017 Omnibus Incentive Compensation Plan (the “2017 Omnibus Plan”) to eligible persons, including employees, directors and certain other persons associated with the Company.

A brief summary of each plan is provided below:

2007 Omnibus Plan

The Company adopted the 2007 Omnibus Plan on July 13, 2007 and amended and restated it on April 11, 2012. The 2007 Omnibus Plan provided for the grant of awards intended to qualify as incentive stock options, non-qualified stock options, share appreciation rights, restricted share awards, restricted share units ("RSUs"), PUs, cash incentive awards and other equity-based or equity-related awards. Under the 2007 Omnibus Plan, the Company was authorized to grant awards for the issuance of up to a total of 23,858,823 common shares.

2017 Omnibus Plan

On May 9, 2017, the Company’s shareholders approved the adoption of the 2017 Omnibus Plan, pursuant to which 15,000,000 Company common shares are available for issuance. The 2017 Omnibus Plan was amended and restated on April 5, 2019 and April 5, 2022 to increase the number of common shares authorized for issuance by 8,000,000 shares to 23,000,000 shares and by 3,500,000 shares to 26,500,000 shares, respectively. No grants may be made under the 2007 Omnibus Plan after the date of adoption of the 2017 Omnibus Plan. Grants that were outstanding under the 2007 Omnibus Plan as of the date of the Company’s adoption of the 2017 Omnibus Plan, remain subject to the terms of the 2007 Omnibus Plan.

Stock-based compensation costs relating to the foregoing plans during the years ended December 31, 2023, 2024 and 2025 were $87,108, $65,318 and $88,650, respectively, and have been allocated to cost of revenue and selling, general, and administrative expenses.

Income tax benefits recognized in relation to stock-based compensation costs, including options, RSUs and PUs, including excess tax benefits, during the years ended December 31, 2023, 2024 and 2025 were $19,312, $8,997 and $16,487, respectively.

Stock options

All options granted under the 2007 and 2017 Omnibus Plans are exercisable into common shares of the Company, have a contractual period often years and vest over three tofive years unless otherwise specified in the applicable award agreement. The compensation expense is recognized on a straight-line basis over the vesting term.

The compensation cost is determined at the date of grant by estimating the fair value of an option using the Black-Scholes option-pricing model. No options were granted in 2023, 2024 and 2025.

The Company has issued, and intends to continue to issue, new common shares upon stock option exercises and the vesting of share awards under its equity-based incentive compensation plans.

A summary of stock option activity during the years ended December 31, 2023, 2024 and 2025 is set out below:

Year ended December 31, 2023
Shares arising out of options · Weightedaverageexercise price · Weighted averageremainingcontractual life (years) · Aggregateintrinsicvalue
Outstanding as of January 1, 20237,748,11433.275.6—
Granted————
Forfeited(319,646)41.06——
Expired(53,990)43.94——
Exercised(1,376,330)20.17—29,255
Outstanding as of December 31, 20235,998,14835.775.5$19,341
Vested as of December 31, 2023 and expected to vest thereafter (Note a)5,784,67235.385.5$19,332
Vested and exercisable as of December 31, 20233,161,39230.424.3$15,069
Weighted average grant-date fair value of options granted during the period—
Year ended December 31, 2024
Shares arisingout of options · Weightedaverageexercise price · Weighted averageremainingcontractual life (years) · Aggregateintrinsicvalue
Outstanding as of January 1, 20245,998,148$35.775.5$—
Granted————
Forfeited(226,691)45.13——
Expired(183,810)45.19——
Exercised(240,091)30.01—3,149
Outstanding as of December 31, 20245,347,556$35.314.4$47,372
Vested as of December 31, 2024 and expected to vest thereafter (Note a)5,262,942$35.124.4$47,335
Vested and exercisable as of December 31, 20244,216,796$32.353.9$46,650
Weighted average grant-date fair value of options granted during the period—
Year Ended December 31, 2025
Shares arisingout of options · Weightedaverageexercise price · Weighted averageremainingcontractual life (years) · Aggregateintrinsicvalue
Outstanding as of January 1, 20255,347,556$35.314.4$—
Granted————
Forfeited(75,040)44.90——
Expired————
Exercised(235,974)34.49—2,899
Outstanding as of December 31, 20255,036,542$35.203.4$61,095
Vested as of December 31, 2025 and expected to vest thereafter (Note a)5,020,702$35.153.4$61,091
Vested and exercisable as of December 31, 20254,230,132$33.183.0$58,912
Weighted average grant-date fair value of options granted during the period—

(a) Options expected to vest after considering an estimated forfeiture rate.

Cash received by the Company upon the exercise of stock options during the years ended December 31, 2023, 2024 and 2025 amounted to $27,755, $7,205 and $8,140, respectively. Income tax benefits from the exercise of stock options during the years ended December 31, 2023, 2024 and 2025 were $6,631, $423 and $479 (including excess tax benefits of $3,453, $110 and $245), respectively.

As of December 31, 2025, the total remaining unrecognized stock-based compensation cost for options expected to vest amounted to $1,197, which will be recognized over the weighted average remaining requisite vesting period of 0.9 years.

Restricted Share Units

The Company has granted RSUs under the 2007 and 2017 Omnibus Plans. Each RSU represents the right to receiveone common share. The fair value of each RSU is the market price ofone common share of the Company on the date of grant. The RSUs granted to date have graded vesting schedules ofthree months tofour years. The compensation expense is recognized on a straight-line basis over the vesting term.

A summary of RSU activity during the years ended December 31, 2023, 2024 and 2025 is set out below:

Year ended December 31, 2023
Number of Restricted Share UnitsWeighted Average Grant Date Fair Value
Outstanding as of January 1, 2023579,622$42.97
Granted1,047,90542.77
Vested (Note b)(510,057)42.77
Forfeited(80,854)42.96
Outstanding as of December 31, 20231,036,616$42.87
Expected to vest (Note a)953,972
Year ended December 31, 2024
Number of RestrictedShare UnitsWeighted AverageGrant Date Fair Value
Outstanding as of January 1, 20241,036,616$42.87
Granted1,881,22334.57
Vested (Note c)(530,464)40.01
Forfeited(253,106)39.13
Outstanding as of December 31, 20242,134,269$36.71
Expected to vest (Note a)1,972,934
Year ended December 31, 2025
Number of RestrictedShare UnitsWeighted AverageGrant Date Fair Value
Outstanding as of January 1, 20252,134,269$36.71
Granted1,339,28147.58
Vested (Note d)(942,725)37.79
Forfeited(228,489)39.72
Outstanding as of December 31, 20252,302,336$42.29
Expected to vest (Note a)2,145,220

(a)RSUs expected to vest after considering an estimated forfeiture rate.

(b)453,761 RSUs that vested during the year were net settled upon vesting by issuing 296,656 shares (net of minimum statutory tax withholding).9,103 RSUs vested in the year ended December 31, 2023, in respect of which 4,983 shares were issued during 2024 after withholding shares to the extent of minimum statutory withholding taxes.47,193 RSUs vested in the year ended December 31, 2023, in respect of which 46,982 shares were issued in 2025 after withholding shares to the extent of minimum statutory withholding taxes.

(c)443,718 RSUs that vested during the year were net settled upon vesting by issuing 293,000 shares (net of minimum statutory tax withholding).22,551 RSUs vested in the year ended December 31, 2024, in respect of which 13,626 were issued in 2025 after withholding shares to the extent of minimum statutory withholding taxes.64,195 RSUs vested in the year ended December 31, 2024, shares in respect of which will be issued in 2026 after withholding shares to the extent of minimum statutory withholding taxes.

(d)892,189 RSUs that vested during the year were net settled upon vesting by issuing 550,442 shares (net of minimum statutory tax withholding).50,536 RSUs that vested in the year ended December 31, 2025 will be issued in 2026 after withholding shares to the extent of minimum statutory withholding taxes.

As of December 31, 2025, the total remaining unrecognized stock-based compensation cost related to RSUs amounted to $52,495, which will be recognized over the weighted average remaining requisite vesting period of 2.0 years.

Performance Units

The Company also grants stock awards in the form of PUs, and has granted PUs under both the 2007 and 2017 Omnibus Plans.

Each PU represents the right to receiveone common share at a future date based on the Company’s performance against specified targets. PUs granted to date have vesting schedules of approximatelysix months tothree years. PUs granted under the plans are subject to cliff vesting. The compensation expense for such awards is recognized on a straight-line basis over the vesting terms.

For PUs granted prior to 2023, the fair value of each PU was the market price ofone common share of the Company on the date of grant and the performance period for such grants wasone year. For PUs that have a performance period ofone year, the Company’s estimate of the number of shares to be issued is adjusted upward or downward based upon the probability of achievement of the performance targets. The ultimate number of shares issued and the related compensation cost recognized is based on a comparison of the final performance metrics to the specified targets.

For PUs granted annually beginning in 2023, the performance period of the awards increased tothree years fromone year. The number of PUs that will ultimately vest will be determined, subject to certain conditions and limitations, based on the Company’s achievement of the performance targets set forth in the awards as well as its total shareholder return ("TSR") relative to the TSR of the companies included as of the beginning of the performance period in the S&P 400 Midcap Index (the “Peer Group”) over thethree-year performance period.

The grant date fair value for PUs granted in 2023, 2024 and 2025 is determined using a Monte Carlo simulation model. This model simulates a range of possible future share prices and estimates the probabilities of the potential payouts. This model also incorporates the following assumptions:

The historical volatility for the companies in the Peer Group was measured using the most recent three-year period.

The risk-free interest rate is based on the U.S. Treasury rate assumption commensurate with thethree-year performance period.

For determining the TSR of the Company and the companies in the Peer Group, dividends are assumed to have been reinvested in the stock of the issuing entities on a continuous basis.

The correlation coefficients used to model the way in which each entity tends to move in relation to each other are based upon the price data used to calculate historical volatility.

The fair value of each PU granted in 2023, 2024 and 2025 was estimated on the date of grant using the following valuation assumptions:

Year ended December 31, 2023 · Year ended December 31, 2024 · Year ended December 31, 2025
Dividend yield1.22%—1.52%1.62%—1.81%1.37%
Expected life (years)2.54—2.802.38—2.802.81
Risk-free rate of interest for expected life3.80%—4.44%3.83%—4.37%3.89%
Volatility24.03%—24.71%24.24%—26.33%25.78%

A summary of PU activity during the years ended December 31, 2023, 2024 and 2025 is set out below:

Year ended December 31, 2023
Number ofPerformance UnitsWeighted AverageGrant Date Fair ValueMaximum SharesEligible to Receive
Outstanding as of January 1, 20233,570,951$44.073,570,951
Granted986,89143.992,368,538
Vested (Note b)(647,549)42.53(647,549)
Forfeited(357,362)44.19(411,551)
Adjustment upon final determination of level of performance goal achievement (Note c)96,66844.5096,668
Outstanding as of December 31, 20233,649,599$44.324,977,057
Expected to vest (Note a)3,282,005
Year ended December 31, 2024
Number ofPerformance UnitsWeighted AverageGrant Date Fair ValueMaximum SharesEligible to Receive
Outstanding as of January 1, 20243,649,599$44.324,977,057
Granted1,381,61032.643,315,864
Vested (Note d)(1,365,712)44.13(1,365,712)
Forfeited(407,693)41.76(722,332)
Outstanding as of December 31, 20243,257,804$39.776,204,877
Expected to vest (Note a)3,305,380
Year ended December 31, 2025
Number ofPerformance UnitsWeighted AverageGrant Date Fair ValueMaximum SharesEligible to Receive
Outstanding as of January 1, 20253,257,804$39.776,204,877
Granted881,63153.832,115,914
Vested (Note e)(1,154,998)44.50(1,154,998)
Forfeited(332,083)39.76(796,999)
Outstanding as of December 31, 20252,652,354$42.396,368,794
Expected to vest (Note a)2,969,268

(a)PUs expected to vest are based on the probable achievement of the performance targets after considering an estimated forfeiture rate.

(b)647,549 PSUs that vested during the year 2023 were net settled upon vesting by issuing 412,275 shares (net of minimum statutory tax withholding).

(c)Represents an adjustment made in March 2023 to the number of shares subject to the PUs granted in 2022 upon certification of the level of achievement of the performance targets underlying such awards.

(d)1,365,712 PSUs that vested during the year 2024 were net settled upon vesting by issuing 871,442 shares (net of minimum statutory tax withholding).

(e)1,154,998 PSUs that vested during the year 2025 were net settled upon vesting by issuing 738,490 shares (net of minimum statutory tax withholding).

As of December 31, 2025, the total remaining unrecognized stock-based compensation cost related to PUs amounted to $56,846, which will be recognized over the weighed average remaining requisite vesting period of 1.8 years.

Employee Stock Purchase Plan (ESPP)

On May 1, 2008, the Company adopted the Genpact Limited U.S. Employee Stock Purchase Plan and the Genpact Limited International Employee Stock Purchase Plan (together, the “ESPP”). In April 2018, these plans were amended and restated, and their terms were extended to August 31, 2028.

The ESPP allows eligible employees to purchase the Company’s common shares through payroll deductions at 90% of the closing price of the Company’s common shares on the last business day of each purchase interval. The dollar amount of common shares purchased under the ESPP cannot exceed 15% of the participating employee’s base salary, subject to a cap of $25 per employee per calendar year. With effect from September 1, 2009, the offering periods commence on the first business day in March, June, September and December of each year and end on the last business day of the subsequent May, August, November and February.4,200,000 common shares have been reserved for issuance in the aggregate over the term of the ESPP.

During the years ended December 31, 2023, 2024 and 2025,337,875,303,923 and 223,543 common shares, respectively, were issued under the ESPP.

The ESPP is considered compensatory under FASB guidance on Compensation-Stock Compensation.

The compensation expense for the ESPP is recognized in accordance with the FASB guidance on Compensation—Stock Compensation. The compensation expense for the ESPP during the years ended December 31, 2023, 2024 and 2025 was $1,468, $1,065 and $964, respectively, and has been allocated to cost of revenue and selling, general, and administrative expenses.

  1. Capital stock

The Company’s authorized capital stock as of December 31, 2024 and 2025 consisted of 500 million common shares with a par value of $0.01 per share, and 250 million preferred shares with a par value of $0.01 per share. There were 174,661,943 and 170,341,479 common shares, andno preferred shares, issued and outstanding as of December 31, 2024 and 2025, respectively.

Holders of common shares are entitled toone vote per share. Upon the liquidation, dissolution or winding up of the Company, common shareholders are entitled to receive a ratable share of the available net assets of the Company after payment of all debts and other liabilities. The common shares have no preemptive, subscription, redemption or conversion rights.

The Company’s board of directors by resolution can establish one or more series of preferred shares having such par value, designations, dividend rates, relative voting rights, conversion or exchange rights, redemption rights, liquidation rights and other relative participation, optional or other rights, qualifications, limitations or restrictions as may be fixed by the board of directors without shareholder approval. Such rights, preferences, powers and limitations as may be established could also have the effect of discouraging an attempt to obtain control of the Company. These preferred shares are of the type commonly known as “blank-check” preferred shares.

  1. Capital stock (Continued)

Under Bermuda law, the Company may declare and pay dividends from time to time unless there are reasonable grounds for believing that the Company is or would, after the payment, be unable to pay its liabilities as they become due or that the realizable value of its assets would thereby be less than the aggregate of its liabilities, its issued share capital, and its share premium accounts. Under the Company’s bye-laws, each common share is entitled to dividends if, as and when dividends are declared by the Company’s board of directors. There are no restrictions in Bermuda on the Company’s ability to transfer funds (other than funds denominated in Bermuda dollars) in or out of Bermuda or to pay dividends to U.S. residents who are holders of common shares. The Company’s ability to declare and pay cash dividends is restricted by its debt covenants.

Share Repurchases

The Board of Directors of the Company (the “Board”) has authorized repurchases of up to $2,750,000 under the Company’s existing share repurchase program, including $500,000 approved during the first quarter of 2025. The Company’s share repurchase program does not obligate it to acquire any specific number of shares. Under the program, shares may be purchased in privately negotiated and/or open market transactions, including under plans complying with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended.

During the years ended December 31, 2023, 2024 and 2025, the Company repurchased 6,013,793,6,591,550 and 6,129,521 of its common shares, respectively, on the open market at a weighted average price of $37.48, $38.31 and $46.16 per share, respectively, for an aggregate cash amount of $225,379, $252,540 and $282,929, respectively. All repurchased shares have been retired.

The Company records repurchases of its common shares on the settlement date of each transaction. Shares purchased and retired are deducted to the extent of their par value from common stock and from retained earnings for the excess over par value. Direct costs incurred to acquire the shares are included in the total cost of the shares purchased. For the years ended December 31, 2023, 2024 and 2025, retained earnings were reduced by direct costs, including taxes, related to share repurchases of $720, $1,243 and $(1,589), respectively.

$364,076 remained available for share repurchases under the Company's existing share repurchase program as of December 31, 2025. This repurchase program does not obligate us to acquire any specific number of shares and does not specify an expiration date.

Dividend

On February 9, 2023, the Company announced that its Board had approved a 10% increase in its quarterly cash dividend to $0.1375 per share, up from $0.125 per share in 2022, representing an annual dividend of $0.55 per common share, up from $0.50 per share in 2022, payable to holders of the Company’s common shares. On March 24, 2023, June 26, 2023, September 26, 2023 and December 22, 2023, the Company paid dividends of $0.1375 per share, amounting to $25,255, $25,031, $24,944 and $24,784 in the aggregate, respectively, to shareholders of record as of March 10, 2023, June 9, 2023, September 8, 2023 and December 8, 2023, respectively.

On February 8, 2024, the Company announced that its Board had approved an 11% increase in its quarterly cash dividend to $0.1525 per share, up from $0.1375 per share in 2023, representing an annual dividend of $0.61 per common share, up from $0.55 per share in 2023, payable to holders of the Company’s common shares. On March 26, 2024, June 26, 2024, September 25, 2024 and December 23, 2024, the Company paid dividends of $0.1525 per share, amounting to $27,492, $27,337, $26,939 and $26,698 in the aggregate, respectively, to shareholders of record as of March 11, 2024, June 10, 2024, September 11, 2024 and December 9, 2024, respectively.

On February 6, 2025, the Company announced that its Board had approved an 11% increase in its quarterly cash dividend to $0.17 per share, up from $0.1525 per share in 2024, representing an annual dividend of $0.68 per common share, up from $0.61 per share in 2024, payable to holders of the Company’s common shares. On March 26, 2025, June 30, 2025, September 25, 2025 and December 23, 2025, the Company paid dividends of $0.17 per share, amounting to $29,784, $29,624, $29,293 and $29,046 in the aggregate, respectively, to shareholders of record as of March 11, 2025, June 18, 2025, September 11, 2025 and December 9, 2025, respectively.

  1. Earnings per share

The Company calculates earnings per share in accordance with FASB guidance on earnings per share. Basic and diluted earnings per common share give effect to the change in the number of Company common shares outstanding. The calculation of basic earnings per common share is determined by dividing net income available to common shareholders by the weighted average number of common shares outstanding during the respective periods. The potentially dilutive shares, consisting of outstanding options on common shares, RSUs, common shares to be issued under the ESPP and PUs, have been included in the computation of diluted net earnings per share and the number of weighted average shares outstanding, except where the result would be anti-dilutive.

The number of shares subject to stock awards outstanding but not included in the computation of diluted earnings per common share because their effect was anti-dilutive was 2,289,623,2,341,015 and 1,119,283 for the years ended December 31, 2023, 2024 and 2025, respectively.

Year ended December 31,
202320242025
Net income$631,255$513,670$552,494
Weighted average number of common shares used in computing basic earnings per common share182,345,548178,385,972173,892,795
Dilutive effect of stock-based awards2,796,2952,050,9282,753,849
Weighted average number of common shares used in computing dilutive earnings per common share185,141,843180,436,900176,646,644
Earnings per common share
Basic$3.46$2.88$3.18
Diluted$3.41$2.85$3.13
  1. Other operating (income) expense, net
Year ended December 31,
202320242025
Write-down of property, plant and equipment$—$—$2,424
Write-down of operating lease right-of-use assets——7,656
Change in fair value of earn-out consideration and deferred consideration (relating to business acquisitions)(118)——
Loss on the sale of business classified as held for sale802——
Gain on termination of lease*(4,874)——
Other operating (income) expense(526)(5,616)(280)
Other operating (income) expense, net$(4,716)$(5,616)$9,800
  • Refer to Note 26 for additional information.
  1. Interest income (expense), net

Interest income (expense), net consists of the following:

Year ended December 31,
202320242025
Interest income$18,373$32,293$23,919
Interest expense(66,308)(79,507)(73,516)
Interest income (expense), net$(47,935)$(47,214)$(49,597)
  1. Income taxes

As described in Note 2, Summary of Significant Accounting Policies, the Company has elected to adopt the guidance in “ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Taxes Disclosures” (ASU 2023-09), prospectively. In accordance with the guidance, the Company's country of domicile reflected for the year ended December 31, 2025 is Bermuda. This is a change from the comparable periods ended December 31, 2023, and December 31, 2024, for which the United States is presented as the Company's de facto country of domicile. The Company's country of domicile for purposes of this guidance has changed in 2025 due to Bermuda's adoption of an income tax rate of 15% in 2025. Prior to January 2025, the Bermuda income tax rate was zero percent. This change is applied consistently throughout the income tax disclosures.

Income tax expense (benefit) for the years ended December 31, 2023, 2024 and 2025 is allocated as follows:

Year ended December 31,
202320242025
Income from continuing operations$(29,031)$163,150$177,653
Other comprehensive income (loss):
Cash flow hedging derivatives1,397(6,663)(13,006)
Retirement benefits7052,320(5,736)

The components of income before income tax expense (benefit) from continuing operations are as follows:

Year ended December 31,
20232024
Domestic (U.S.)$216,718$307,650
Foreign (other than U.S.)385,506369,170
Income before income tax expense (benefit)$602,224$676,820
Year ended December 31,
2025
Domestic (Bermuda)$(38,206)
Foreign (other than Bermuda)768,353
Income before income tax expense (benefit)$730,147
  1. Income taxes ( Continued)

Income tax expense (benefit) attributable to income from continuing operations consists of:

Year ended December 31,
20232024
Current tax expense:
Domestic (U.S. federal)$20,222$37,769
Domestic (U.S. state)7,55810,470
Foreign (other than U.S.)101,12178,301
$128,901$126,540
Deferred tax expense (benefit):
Domestic (U.S. federal) (Note a)$(122,166)$12,794
Domestic (U.S. state) (Note b)(32,112)5,975
Foreign (other than U.S.)(3,654)17,841
$(157,932)$36,610
Total income tax expense (benefit)$(29,031)$163,150

(a)For the year ended December 31, 2023, the amount includes a U.S. federal tax benefit on the transfer of intellectual property rights amounting to $138,390.

(b)For the year ended December 31, 2023, the amount includes a state tax benefit on the transfer of intellectual property rights amounting to $33,800.

Year ended December 31,
2025
Foreign (other than Bermuda)
Current tax expense$157,710
Deferred tax expense (benefit)$19,943
Total income tax expense (benefit)$177,653

In accordance with the guidance in effect prior to the Company's adoption of ASU 2023-09, income tax expense (benefit) attributable to income from continuing operations for the years ended December 31, 2023 and 2024 differed from the amounts computed by applying the U.S. federal statutory income tax rate of 21% to income before income tax expense (benefit) as follows:

Year ended December 31,
20232024
Income before income tax expense (benefit)$602,224$676,820
Statutory income tax rates21%21%
Computed expected income tax expense126,467142,132
Increase (decrease) in income taxes resulting from:
Foreign tax rate differential16,45514,464
Tax benefit from tax holiday(3,877)(4,980)
Foreign-derived intangible income(11,281)(20,683)
Non-deductible expenses2,9326,058
Impact of change in tax rates (Note c)(36,099)1,709
Change in valuation allowance (Note d)(121,358)4,012
Unrecognized tax benefits(5,563)(5,362)
Internal transfer of intellectual property rights (Note d)(7,835)—
State income taxes (Note e)9,24516,445
Excess tax benefit on share-based compensation(5,274)(114)
Others7,1579,469
Reported income tax expense (benefit)$(29,031)$163,150

(c)The amount shown for the year ended December 31, 2023 includes a benefit of $35,771 resulting from a new income tax enacted in Bermuda on December 27, 2023, the impact of which has been fully offset by a valuation allowance.

(d)For the year ended December 31, 2023, the Company recorded an income tax benefit of $169,945 in connection with an intercompany transfer of certain intellectual property rights from certain non-U.S. subsidiaries to certain wholly-owned US subsidiaries in an effort to better align with the Company’s business operations, which is reflected in the rows titled “change in valuation allowance” and “internal transfer of intellectual property rights” in the reconciliation table above.

(e)The amount shown for the year ended December 31, 2023 does not include a state tax benefit on the transfer of intellectual property rights amounting to $33,800.

In accordance with the guidance prescribed in ASU 2023-09, income tax expense (benefit) attributable to income from continuing operations for the year ended December 31, 2025 differed from the amounts computed by applying the Bermuda statutory income tax rate of 15%, the income tax rate of our country of domicile, to income before income tax expense (benefit) as follows:

Year Ended December 31,
2025
Total%
Income before income tax expense$730,147
Bermuda statutory income tax rate109,52215.0%
Bermuda
Changes in valuation allowances4,6440.6%
Nontaxable or Nondeductible items1,0870.1%
Foreign tax effects
India
Effect of rates different than statutory35,2904.8%
Other2,6870.4%
United States
Effect of rates different than statutory17,3672.4%
Non-deductible compensation6,8870.9%
State and local income taxes11,3891.6%
Foreign-derived intangible income(22,342)(3.1)%
Other(4,594)(0.6)%
Other foreign jurisdictions12,5061.8%
Worldwide changes in unrecognized tax benefits3,2100.4%
Reported income tax expense$177,65324.3%

The effect of the tax holiday on both basic and diluted earnings per share was $0.02, $0.03 and $0.03, respectively, for the years ended December 31, 2023, 2024 and 2025.

The income taxes paid by jurisdiction, in accordance with the disclosure requirements of ASU 2023-09, for the year ended December 31, 2025, are as follows:

Year ended December 31,
Foreign:
India$61,541
United Kingdom12,013
United States federal29,328
All other foreign40,763
Income taxes, net of amounts refunded$143,645

The components of the Company’s deferred tax balances as of December 31, 2024 and 2025 are as follows:

As of December 31,
20242025
Deferred tax assets
Net operating loss carryforwards$81,563$85,303
Accrued expenses and other liabilities68,21879,606
Allowance for credit losses5,2098,383
Property, plant and equipment, net9,6979,927
Lease liabilities40,70745,051
Share-based compensation20,80116,986
Intangible assets, net184,623160,773
Retirement benefits6,1134,802
Contract liabilities13,3617,906
Tax credit carryforwards31,09430,087
Derivative instruments10,53222,103
Others11,55811,315
Total deferred tax assets$483,476$482,242
Less: Valuation allowance(105,661)(110,877)
Total deferred tax assets, net of valuation allowance$377,815$371,365
Deferred tax liabilities
Property, plant and equipment, net1,7511,205
Right-of use assets34,68239,465
Retirement benefits1,3503,393
Investments in foreign subsidiaries not indefinitely reinvested11,00913,205
Derivative instruments1,1492,182
Goodwill59,76261,759
Others14,54412,448
Total deferred tax liabilities$124,247$133,657
Net of deferred tax assets and liabilities$253,568$237,708
As of December 31,
Classified as20242025
Deferred tax assets non-current$269,476$258,789
Deferred tax liabilities non-current15,90821,081
$253,568$237,708

The change in the Company’s total valuation allowance for deferred tax assets as of December 31, 2023, 2024 and 2025 is as follows:

Year ended December 31,
202320242025
Opening valuation allowance$222,655$101,438$105,661
Reduction during the year through continuing operations(162,138)(3,603)(1,266)
Addition during the year through continuing operations40,9217,8266,482
Net change in valuation allowance$(121,217)$4,223$5,216
Closing valuation allowance$101,438$105,661$110,877

During the year ended December 31, 2023, the Company completed an intercompany transfer of certain intellectual property rights from certain non-US subsidiaries to certain wholly-owned US subsidiaries in an effort to better align with the Company's business operations. As a result of this transfer, the Company received a step-up in tax basis of the transferred intellectual property assets to their current fair market value under applicable tax law. The determination of fair value involves judgments with respect to future revenue growth, operating margins and discount rates. The step-up in basis will be amortizable against future taxable income and, accordingly, the Company recognized a one-time income tax benefit of $169,945. The Company expects to realize the deferred tax asset recorded as a result of the intellectual property transfer and will periodically assess such realizability. The tax-deductible amortization related to the transferred intellectual property rights will be recognized over a 15-year period.

In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets depends on the generation of future taxable income during the periods in which temporary differences are deductible. In order to fully realize a deferred tax asset, the Company must generate future taxable income prior to the expiration of the deferred tax asset under applicable law.

Management considers the scheduled reversal of deferred tax liabilities, carryback availability and projected taxable income in making this assessment. Based on the level of historical taxable income and projections for future taxable income over the periods during which the Company’s deferred tax assets are deductible, management believes that it is more likely than not that the Company will realize the benefits of its deductible temporary differences and carry forwards, net of the existing valuation allowances as of December 31, 2025. The amount of the Company’s deferred tax assets considered realizable, however, could be reduced in the near term if estimates of future taxable income during the carryforward period are reduced.

For the years ended December 31, 2023, 2024 and 2025, the Company recognized net excess tax benefits on share-based compensation of $5,274, $114 and $985, respectively, in income tax expense attributable to continuing operations.

As of December 31, 2025, the Company’s deferred tax assets related to federal and national operating loss carryforwards of $457,111 for all countries amounted to $73,327 (excluding state and local operating loss carryforwards). Federal and national operating loss carryforwards of subsidiaries in Bermuda, France, the United Kingdom, Hong Kong, Mauritius, New Zealand, the United States and Luxembourg (for 2016 and prior years) amounted to $354,237 and can be carried forward for an indefinite period.

The Company’s remaining federal and national operating loss carryforwards expire as set forth in the table below:

Europe · Others
Year ending December 31,
2026$610$258
2027—211
2028—49
202980564
20302,762326
2032—237
203418,82069
20357,357—
203663,373—
2037—184
2041427—
20427,322—
$101,476$1,398

In the table above, “Europe” includes federal and national operating loss carryforwards of subsidiaries in Bulgaria, Czech Republic, Slovakia, Poland and Luxembourg, while “Others” includes net operating loss carryforwards of subsidiaries in Argentina, China, Colombia, India, Japan and the Philippines.

As of December 31, 2025, the Company had additional deferred tax assets of $11,976 for state and local operating loss carryforwards of $187,868 in all countries, of which $146,082 will expire in various years from 2026 through 2044. The remaining $41,786 of state and local net operating loss carryforwards can be carried forward for an indefinite period.

As of December 31, 2025, the Company had total United States foreign tax credit carryforwards of $30,087, which will expire as set forth in the table below:

Year ending December 31,Amount
2027$4,676
20283,217
20291,833
2030832
20315,341
20322,599
20335,788
20345,120
2035681
$30,087

The Company plans to indefinitely reinvest the subsidiaries’ undistributed earnings, except for those earnings for which a deferred tax liability has already been accrued or which can be repatriated in a tax-free manner. Accordingly, with limited exceptions, the Company does not accrue any income, distribution or withholding taxes that would arise if such earnings were repatriated. Due to the Company’s changing corporate structure, the various methods that are available to repatriate earnings and uncertainty relative to the applicable taxes at the time of repatriation, it is not practicable to determine the amount of tax that would be imposed upon repatriation. If undistributed earnings are repatriated in the future, or are no longer deemed to be indefinitely reinvested, the Company will accrue the applicable amount of taxes associated with such earnings at that time.

The Company reports its gain (loss) on derivatives designated as cash flow hedges, actuarial gain (loss) on retirement benefits and currency translation adjustment, net of income taxes to the extent applicable, in OCI.

The following table summarizes activities related to our unrecognized tax benefits from January 1 to December 31 for each of 2023, 2024 and 2025:

202320242025
Opening Balance at January 1$25,430$19,236$14,063
Increase related to prior year tax positions, including recorded in acquisition accounting1,3852724
Decrease related to prior year tax positions for other reasons(2,405)——
Decrease related to prior year tax positions due to lapse of applicable statute of limitation(4,658)(4,149)(2,958)
Increase related to current year tax positions6772565,700
Decrease related to settlements with taxing authorities(1,144)(967)(54)
Effect of exchange rate changes(49)(340)(223)
Closing Balance at December 31$19,236$14,063$16,552

As of December 31, 2024 and 2025, the Company had unrecognized tax benefits amounting to $14,036 and $16,552, respectively, which, if recognized, would affect the Company's effective tax rate.

As of December 31, 2024 and 2025, the Company had accrued $3,141 and $3,552, respectively, in interest and $43 and $5, respectively, for penalties relating to income taxes.

During the years ended December 31, 2023, 2024 and 2025, the Company recognized $220, $(1,387) and $395, respectively, in interest expense (income) related to income taxes.

With certain immaterial exceptions, the Company is no longer subject to U.S. federal, state and local or other U.S. income tax examinations by taxing authorities for years prior to 2019. The Company’s subsidiaries in India and China are open to examination by relevant taxing authorities for tax years beginning on or after April 1, 2019 and January 1, 2016, respectively. The Company regularly reviews the likelihood of additional tax assessments and adjusts its unrecognized tax benefits as additional information or events require.

  1. Segment reporting

The Company's operating segments are significant strategic business units that align its products and services with how it manages its business, approaches key markets and interacts with its clients.

The Company's reportable segments are as follows: (1) Financial Services; (2) Consumer and Healthcare; and (3) High Tech and Manufacturing.

The Company’s Chief Executive Officer, who has been identified as the Chief Operating Decision Maker ("CODM"), is presented with operating segment revenue and operating segment adjusted income from operations ("AOI"). The CODM uses both revenue and AOI to review the monthly and quarterly performance of the Company's operating segments. The CODM uses AOI, which is gross margin and G&A expenditures, to assess capacity for investments in each segment, including sales capacity, delivery resources, offerings and solutions, or partnerships. The Company does not allocate, and therefore the CODM does not evaluate, stock-based compensation expenses, amortization of acquired intangible assets, unallocated corporate expenses, foreign exchange gain/(loss), interest income/(expense), restructuring (expense)/income, acquisition related expenses, gains/(losses) from businesses held for sale, other income/(expense), or income taxes by segment. Unallocated corporate expenses primarily represent the impact of certain under or over-absorption of overhead, write-downs of property, plant and equipment and right-of-use assets, and allowances for credit losses, which are not allocated to the Company’s segments for management’s internal reporting purposes. The Company’s operating assets and liabilities pertain to multiple segments. The Company manages assets and liabilities on a total company basis, not by operating segment, and therefore asset and liability information and capital expenditures by operating segment are not presented to the CODM and are not reviewed by the CODM.

The Company adopted ASU No. 2023-07, "Segment Reporting" (Topic 280), during the year ended December 31, 2024 and has provided the additional segment related information as required by ASU 2023-07 for the years ended December 31, 2023, 2024 and 2025. The Company has identified cost of revenue as the significant segment expense which is provided to the CODM on a regular basis. The Company has also provided information related to other segment items.

Revenues, cost of revenue, other segment items and AOI for each of the Company’s segments in the year ended December 31, 2023 were as follows:

Net revenues · Cost of Revenue · Other segment items* · AOI
Financial Services$1,225,375$788,121$243,899$193,355
Consumer and Healthcare1,570,7191,037,755290,507242,457
High Tech and Manufacturing1,680,7941,080,347302,538297,909
Net revenues$4,476,888
Business held for sale (refer to Note (a) below)(490)(1,265)(426)1,201
Net revenues (excluding business held for sale - refer to Note (a) below)$4,476,398
Unallocated corporate expenses—(28,016)28,016
Stock-based compensation(88,576)
Amortization of acquired intangible assets(31,348)
Foreign exchange gains, net4,274
Interest income (expense), net(47,935)
Restructuring (expense) / income (refer to Note (b) below and Note 26)4,874
Operating loss from the business classified as held for sale (refer to Note (a) below)(1,201)
Loss on the sale of business classified as held for sale (refer to Note (a) below)(802)
Income tax benefit29,031
Net income$631,255
  1. Segment reporting (Continued)

(a) In 2022, the Company's management approved a plan to divest a business that comprised part of the Company's Consumer and Healthcare segment. The revenues and associated losses attributable to this business have been excluded from the computation of AOI margin as management believes that excluding these items provides useful information about the Company's financial performance and underlying business trends.

(b) The Company does not allocate these charges to individual segments in internal management reports used by the CODM. Accordingly, such expenses are included in the Company's segment reporting as “unallocated costs.”

*Other segment items primarily includes selling, general and administrative expenses, other operating (income) expense, net and other income (expense), net. It excludes stock-based compensation expenses, restructuring (expense)/income and loss on the sale of business classified as held for sale.

Revenues, cost of revenue, other segment items and AOI for each of the Company’s segments in the year ended December 31, 2024 were as follows:

Net revenues · Cost of Revenue · Other segment items* · AOI
Financial Services$1,288,852$822,575$250,366$215,911
Consumer and Healthcare1,692,7071,099,482300,079293,146
High Tech and Manufacturing1,785,5801,155,016311,152319,412
Net revenues$4,767,139
Unallocated corporate expenses—14,533(14,533)
Stock-based compensation(66,383)
Amortization of acquired intangible assets(26,456)
Foreign exchange gains, net2,937
Interest income (expense), net(47,214)
Income tax expense(163,150)
Net income$513,670

*Other segment items primarily includes selling, general and administrative expenses (excluding stock-based compensation expenses), other operating (income) expense, net and other income (expense), net.

  1. Segment reporting (Continued)

Revenues, cost of revenue, other segment items and AOI for each of the Company’s segments in the year ended December 31, 2025 were as follows:

Net revenues · Cost of Revenue · Other segment items* · AOI
Financial Services$1,356,834855,647257,028244,159
Consumer and Healthcare1,724,6661,119,139310,434295,093
High Tech and Manufacturing1,998,3791,274,081354,096370,202
Net revenues$5,079,879
Unallocated corporate expenses21,886(21,886)
Stock-based compensation(89,616)
Amortization of acquired intangible assets(24,288)
Foreign exchange gains, net7,390
Interest income (expense), net(49,597)
Acquisition-related expenses(1,310)
Income tax expense(177,653)
Net income$552,494

*Other segment items primarily includes selling, general and administrative expenses (excluding stock-based compensation expenses), other operating (income) expense, net and other income (expense), net.

No single customer accounted for more than 10% of the Company's consolidated net revenues in 2023, 2024 or 2025.

Net revenues from geographic areas based on the location of the Company’s service delivery centers are as follows. A portion of net revenues attributable to India consists of net revenues for services performed by delivery centers in India or at clients’ premises outside of India by business units or personnel normally based in India.

Year ended December 31,
202320242025
India$2,320,853$2,761,552$2,982,991
Asia, other than India643,096700,259788,059
North and Latin America979,946683,407730,435
Europe532,993621,921578,395
Total net revenues$4,476,888$4,767,139$5,079,879

Property, plant and equipment, net by geographic region are as follows:

As of December 31,
20242025
India$143,172$134,222
Asia, other than India21,52425,824
North and Latin America19,58421,981
Europe23,6638,421
Total$207,943$190,448
  1. Net revenues

Disaggregation of revenue

Prior to the quarter that began on April 1, 2025, the Company disaggregated its revenue as revenue from either Data-Tech-AI or Digital Operations based on the nature of the solutions and services provided.

Beginning with the second quarter ended June 30, 2025, the Company now also disaggregates its revenue as revenue from Advanced Technology Solutions or Core Business Services.

Data-Tech-AI includes revenues from data and AI, digital technology, advisory, agentic solutions, decision support services, and technology services.

Digital Operations includes revenues from services related to running client operations, as well as certain IT support services for legacy applications, including end-user computing support and infrastructure production support.

During the first quarter of 2024, the Company realigned as Data-Tech-AI services certain services that had previously been designated as Digital Operations services based on the nature of work performed and the mode of delivery for these particular services, which have evolved over time. Accordingly, the Company has updated the classification of revenue derived from Digital Operations services and Data-Tech-AI services for the year ended December 31, 2023 to present comparable information.

In the following table, the Company’s revenue is disaggregated between Data-Tech-AI and Digital Operations:

Year ended December 31,
202320242025
Data-Tech-AI$2,089,463$2,233,872$2,442,380
Digital Operations2,387,4252,533,2672,637,499
Net revenues$4,476,888$4,767,139$5,079,879

Advanced Technology Solutions includes revenues from solutions and services focused on data and AI, digital technology, advisory and agentic solutions.

Core Business services includes revenues from decision support services and technology services as well as Digital Operations.

In the following table, the Company’s revenue is disaggregated by the nature of solutions and services provided between Advanced Technology Solutions and Core Business Services:

Year ended December 31,
202320242025
Advanced Technology Solutions$984,713$1,029,134$1,204,117
Core Business Services$3,492,175$3,738,006$3,875,762
Net revenues$4,476,888$4,767,139$5,079,879

Allthree of the Company's segments include revenue from each of the service types included in the tables above. See Note 23 for additional information.

Contract balances

Contract assets represent the contract acquisition fees or other upfront fees paid to a customer. Such costs are amortized over the expected period of benefit and recorded as an adjustment to the transaction price and deducted from revenue. The Company’s assessment did not indicate any significant impairment losses on its contract assets for the periods presented.

  1. Net revenues (Continued)

Contract liabilities include that portion of revenue for which payments have been received in advance from customers. The Company also defers revenues attributable to certain process transition activities for which costs have been capitalized by the Company as contract fulfillment costs. Consideration received from customers, if any, relating to such transition activities is also included as part of contract liabilities. The contract liabilities are included within “Accrued expenses and other current liabilities” and “Other liabilities” in the consolidated balance sheets. The revenues are recognized as (or when) the performance obligation is fulfilled pursuant to the contract with the customer.

The following table provides details of the Company’s contract balances:

As of December 31,
20242025
Contract assets (Note a)$48,980$64,811
Contract liabilities (Note b)
Deferred transition revenue$106,769$90,607
Advance from customers$45,420$159,584

(a) Included in "prepaid expenses and other current assets" and "other assets" in the consolidated balance sheets.

(b) Included in "accrued expenses and other current liabilities" and "other liabilities" in the consolidated balance sheets.

Changes in the Company’s contract asset and liability balances during the years ended December 31, 2024 and 2025 were a result of normal business activity and not materially impacted by any other factors.

Revenue recognized during the years ended December 31, 2024 and 2025 that was included in the contract liabilities balance at the beginning of the period was $112,896 and $112,113, respectively.

The following table includes estimated revenue expected to be recognized in the future related to remaining performance obligations as of December 31, 2025:

ParticularsTotalLess than 1 year1-3 years3-5 yearsAfter 5 years
Transaction price allocated to remaining performance obligations$250,191$203,128$36,080$10,364$619

The following table provides details of the Company’s contract cost assets:

As of December 31, 2024As of December 31, 2025
ParticularsSales incentive programsTransition activitiesSales incentive programsTransition activities
Opening balance$41,964$160,579$41,348$159,552
Closing balance41,348159,55234,556162,863
Amortization29,17975,47727,05180,014
  1. Commitments and contingencies

Capital commitments

As of December 31, 2024 and 2025, the Company has committed to spend $25,309 and $16,542, respectively, under agreements to purchase property, plant and equipment. This amount is net of capital advances paid in respect of such purchases.

Bank guarantees

The Company has outstanding bank guarantees and letters of credit amounting to $10,014 and $9,245 as of December 31, 2024 and 2025, respectively. Bank guarantees are generally provided to government agencies or for leases. These guarantees may be revoked if the beneficiary suffers any losses or damages through the breach of any of the covenants contained in the agreements governing such guarantees.

Other commitments

Certain units of the Company’s Indian subsidiaries are established as Software Technology Parks of India units or Special Economic Zone (“SEZ”) units under the relevant regulations issued by the Government of India. These units are exempt from customs and other duties on imported and indigenous capital goods, stores and spares. SEZ units are also exempt from the Indian Goods and Services Tax that was introduced in India in 2017. The Company has undertaken to pay taxes and duties, if any, in respect of capital goods, stores, spares and services consumed duty-free, in the event that certain terms and conditions are not fulfilled.

Contingency

(a) In February 2019, there was a judicial pronouncement in India with respect to defined contribution benefit payments interpreting certain statutory defined contribution obligations of employees and employers. If applied retrospectively, the interpretation would result in an increase in contributions payable by the Company for past periods for certain of its India-based employees. Due to a lack of interpretive guidance and based on legal advice the Company has obtained on the matter, it is currently impracticable to reliably estimate the timing and amount of any payments the Company may be required to make. Accordingly, the Company will await further clarity to evaluate the amount of a potential provision, if any.

(b) The Indian taxing authorities ("ITA") have issued assessment orders to certain subsidiaries of the Company seeking to assess income tax on certain transactions that occurred in 2015. The Company has received demands for potential tax claims related to these orders in an aggregate amount of $98,093, including interest through the date of the orders. This amount excludes penalties or interest accrued since the date of the orders. The Company is pursuing appeals before the relevant appellate authorities in respect of these orders. Further, in respect of a 2015 transaction, the ITA has attempted to revise a previously closed assessment. In 2022, the Income Tax Appellate Tribunal of India (the "Tribunal") ruled in favor of the Company denying the ITA's ability to revise the assessment, and the ITA appealed this ruling before the Delhi High Court. In January 2023, notwithstanding the Tribunal’s decision in the Company's favor, the ITA issued a revised assessment order to the Company, and in March 2023, this assessment order was struck down by the Tribunal. The ITA then filed an appeal to the Delhi High Court challenging the decision of the Tribunal. In December 2024, the Delhi High Court dismissed the ITA's appeal of the Tribunal's order, upholding the Company’s position. Although the ITA has filed to appeal this decision to the Supreme Court of India, the Company believes that it is more likely than not that the Company’s position will ultimately prevail in respect of these transactions. Accordingly, no unrecognized tax benefit has been provided with respect to this matter as of December 31, 2025.

  1. Restructuring

In 2023, the Company successfully terminated a lease agreement involving leased premises that were abandoned as part of the 2022 restructuring. Accordingly, effective upon the lease termination date, the Company recorded a gain in other operating (income) expense of $4,874 in 2023. There wasno restructuring charge or income in 2024 and 2025.

  1. Subsequent Events

Dividend

In February 2026, the Company announced that its board of directors approved a 10% increase in its quarterly cash dividend, representing a planned annual dividend of $0.75 per common share in 2026, increased from $0.68 per common share in 2025. The board of directors also declared a dividend for the first quarter of 2026 of $0.1875 per common share, which will be paid on March 31, 2026 to shareholders of record as of the close of business on March 16, 2026. The declaration of any future dividends will be at the discretion of the board of directors and subject to Bermuda and other applicable laws.

Share Repurchase

Pursuant to its share repurchase program, the Company repurchased 1,204,744 of its common shares on the open market between January 1, 2026 and February 25, 2026 at a weighted average price of $38.15 per share for an aggregate cash amount of $45,960.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.