Genpact Limited Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by Genpact Limited on March 28, 2011. The filing addresses Item 5.02 regarding the amendment of compensatory arrangements for the Company's President and Chief Executive Officer, Pramod Bhasin.
Key Financial Metrics
The filing does not report consolidated revenue, profit, cash flow, margins, debt, or liquidity figures. It exclusively details the performance metrics used to calculate executive compensation.
Material Changes
The Compensation Committee amended the performance conditions for Restricted Stock Units (RSUs) granted to Mr. Bhasin on August 13, 2010. The changes affect the 2011 and 2012 performance periods:
- Previous Metrics: Revenue growth and EBITDA growth.
- New Metrics: Revenue growth and Adjusted Operating Income (AOI) growth.
- Target Levels: Both metrics now target 12.5% growth over the prior year.
- Threshold Levels: Revenue growth threshold set at 8%; AOI growth threshold set at 7%.
- Outstanding Levels: Revenue growth set at 17%; AOI growth set at 16%.
Guidance, Outlook, and Risks
The filing does not provide general business guidance or outlook. It notes that the actual number of shares Mr. Bhasin receives is subject to vesting based on a performance percentage calculated via a matrix of Organic Revenue Growth and AOI Growth. The Committee reserves the right to set different targets for the 2012 period by March 31, 2012.
Investor Verification Checklist
- Verify the specific definitions of "Organic Revenue" and "Adjusted Operating Income" in the amended RSU Award Agreement (Exhibit 10.1).
- Confirm the vesting schedule and the calculation methodology for the performance percentage matrix.
- Monitor future filings for any adjustments to the 2012 performance targets prior to March 31, 2012.