Genpact LTD — Director's Dealing 2017

May 11, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Genpact LTD (G)
CIK: 0001398659
Period of Report: 2017-05-09

Reporting Person: Humphrey David (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-05-09	Common Shares	A	4700	$0.00	Acquired	27620	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	57537264	Indirect

Footnotes

F1: Represents an award of unvested restricted share units (RSUs) granted under the Genpact Limited 2017 Omnibus Incentive Compensation Plan. Each RSU entitles the holder to receive one Genpact Limited common share at a future date. Subject to the Reporting Person's continued service, the RSUs will fully vest on December 31, 2017 and will be settled in common shares on December 31, 2018.

F2: Represents Common Shares held directly by Glory Investment A Limited, Glory Investments B Limited, Glory Investment IV Limited and Glory Investment IV-B Limited (collectively, the "Bain Capital Entities").

F3: The governance, investment strategy and decision-making process with respect to investments held by the Bain Capital Entities is directed by the Global Private Equity Board of Bain Capital Investors, LLC ("BCI"). David Humphrey is a Managing Director of BCI. By virtue of the relationships described in these footnotes, Mr. Humphrey may be deemed to share voting and dispositive power with respect to the shares of common stock held by the Bain Entities. Mr. Humphrey disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.