Genpact LTD — Director's Dealing 2013

Mar 19, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Genpact LTD (G)
CIK: 0001398659
Period of Report: 2013-03-15

Reporting Person: BARTER JOHN W (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-03-15	Common Shares	M	20000	$3.0357	Acquired	40421	Direct
2013-03-15	Common Shares	S	20000	$17.8761	Disposed	20421	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-03-15	Employee Stock Options (Right to Buy)	$3.0357	M	20000	Disposed	2015-09-28	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 Compensation 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 $17.8100 to $18.0001. 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 vested over a five-year period commencing July 6, 2005.