Genpact LTD — Director's Dealing 2012

Dec 18, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Genpact LTD (G)
CIK: 0001398659
Period of Report: 2012-12-14

Reporting Person: Thukral Mohit (Senior Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-12-14	Common Shares	M	20000	$6.3288	Acquired	40472	Direct
2012-12-14	Common Shares	S	20000	$15.8727	Disposed	20472	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-12-14	Employee Stock Option (Right to Buy)	$6.3288	M	20000	Disposed	2018-12-15	Common Shares (20000)	Direct

Footnotes

F1: The exercise price reflects an adjustment that was made to preserve the value of the Reporting Person's outstanding stock options following the special cash dividend paid by Genpact Limited on September 24, 2012 to holders of record as of September 10, 2012.

F2: Includes restricted stock units (RSUs) granted under the Genpact Limited 2007 Omnibus Incentive Plan and reflects an adjustment that was made to preserve the value of the Reporting Person's outstanding RSUs following the special cash dividend paid by Genpact Limited on September 24, 2012 to holders of record as of September 10, 2012.

F3: The price in Column 4 is a weighted average price. The actual sale prices for these transactions ranged from $15.86 to $15.94. The Reporting Person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

F4: The option vests 20% on each anniversary of December 1, 2008, the vesting period commencement date.

F5: The number of derivative securities beneficially owned reflects an adjustment that was made to preserve the value of the Reporting Person's outstanding stock options following the special cash dividend paid by Genpact Limited on September 24, 2012 to holders of record as of September 10, 2012.