EPAM Systems, Inc. — Director's Dealing 2012

Feb 7, 2012

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: EPAM Systems, Inc. (EPAM)
CIK: 0001352010
Period of Report: 2012-02-07

Reporting Person: RUSSIA PARTNERS II LP (10% Owner)
Reporting Person: Russia Partners II EPAM Fund, LP (10% Owner)
Reporting Person: Russia Partners II EPAM Fund B, LP (10% Owner)
Reporting Person: Russia Partners III LP (10% Owner)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2624688	Direct
Common Stock	534200	Direct
Common Stock	361800	Direct
Common Stock	507976	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series A Convertible Preferred Stock	$		Common Stock (1197261)		Direct
Series A Convertible Preferred Stock	$		Common Stock (857674)		Direct

Footnotes

F1: Each of the reporting persons disclaims beneficial ownership of these securities, except to the extent of any pecuniary interest therein. This report shall not be deemed an admission that any of the reporting persons is the beneficial owner of the securities for purposes of Section 16 or any other purpose.

F2: The amount listed reflects the beneficial ownership of the Issuer's securities owned by Russia Partners II, LP ("RP II"), all of which may be deemed attributable to Russia Partners Capital II M, LLC ("RP II GP"), because RP II GP is the sole general partner of RP II.

F3: The amount listed reflects the beneficial ownership of the Issuer's securities owned by Russia Partners II EPAM Fund, LP ("RP II EPAM"), all of which may be deemed attributable to Russia Partners Capital II E, LLC ("RP II EPAM GP"), because RP II EPAM GP is the sole general partner of RP II EPAM.

F4: The amount listed reflects the beneficial ownership of the Issuer's securities owned by Russia Partners II EPAM Fund B, LP ("RP II EPAM B"), all of which may be deemed attributable to RP II EPAM GP, because RP II EPAM GP is the sole general partner of RP II EPAM B.

F5: The amount listed reflects the beneficial ownership of the Issuer's securities owned by Russia Partners III, LP ("RP III"), all of which may be deemed attributable to Russia Partners Capital III, LLC ("RP III GP"), because RP III GP is the sole general partner of RP III.

F6: Shares of Series A Convertible Preferred Stock are convertible at any time at the election of the holder and will automatically convert on an 8-for-1 basis into this number of shares of Common Stock immediately upon the closing of the Issuer's initial public offering. There is no expiration date.