Anil Nanduru
Senior Vice President and Global Business Leader, Consumer & Healthcare and High Tech & Manufacturing at 
Genpact
GenpactExecutive
About Anil Nanduru
Senior Vice President and Global Business Leader for High Tech & Manufacturing and Consumer & Healthcare at Genpact; age 50 as of March 3, 2025, with tenure at Genpact since 2005 across commercial and business leadership roles . He added Consumer & Healthcare to his remit in November 2023 after leading High Tech & Manufacturing since 2022; prior roles include Senior Vice President and Chief Commercial Officer and earlier commercial leadership (joined 2005) . Company performance in 2024: net revenues grew 6.5% to $4,767.1 million, AOI rose 6.7% to $813.9 million, AOI margin increased to 17.1%, and adjusted diluted EPS rose 10% year-over-year; PSUs are modified by relative TSR vs the S&P 400 between 0.8x–1.2x, though absolute TSR is not disclosed in 2024 materials .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Genpact | SVP & Global Business Leader, High Tech & Manufacturing | 2022–present | Drove AOI growth in segment; see performance table below |
| Genpact | SVP & Global Business Leader, Consumer & Healthcare | Nov 2023–present | Added to remit during CEO transition; segment AOI up in 2024 |
| Genpact | SVP & Chief Commercial Officer | Pre-2022 (prior role) | Led global commercial organization before segment leadership |
| Genpact | Global Head of Sales | 2018 (Investor Day panel) | Led sales transformation and client growth initiatives |
| Genpact | Various roles (joined Genpact) | 2005–present | Progressive leadership since joining in 2005 |
External Roles
No external public-company directorships or committee roles are disclosed in the executive officer biographies reviewed for FY2023–FY2024/2025 filings .
Fixed Compensation
| Component | 2024 | Notes |
|---|---|---|
| Base Salary ($) | $625,000 | Increased from employment agreement minimum of $470,000 |
| Target Bonus ($) | $625,000 | Target set at 100% of base salary |
| Actual Bonus Paid ($) | $669,438 | Reflects 2024 Company Multiplier ~100% and scorecard |
| Annual LTI Target Value ($) | $1,480,000 | Annual PSUs + RSUs; excludes one-time awards |
| One-time Retention RSUs ($) | $1,500,000 | Granted March 2024 during CEO transition; 3-year equal vesting |
| One-time Supplemental PSUs ($) | $500,000 | Granted June 2024; same performance/vesting as 2024 PSUs |
| Total Target Value of 2024 LTI ($) | $3,480,000 | Sum of annual LTI + one-time RSUs + supplemental PSUs |
Grant detail (plan-based awards):
| Grant | Grant Date | RSUs (#) | PSUs Target (#) | Grant-date Fair Value ($) |
|---|---|---|---|---|
| Annual LTI | 3/13/2024 | 58,301 | 29,890 | $3,703,491 |
| Supplemental PSUs | 6/26/2024 | — | 15,718 | $844,627 |
Performance Compensation
Annual bonus design (2024):
- Target = 100% of base salary; payout = target × Individual scorecard (0–150%) × Company Multiplier (~100% for 2024) .
- Company Multiplier funded based on AOI margin, revenue, and scorecard achievement; 2024 pooled outcome ~100% .
PSU design (2024 awards):
| Metric | Weighting | Threshold | Target | Outstanding | 2024 Actual (Year 1) | TSR Modifier |
|---|---|---|---|---|---|---|
| Adjusted EPS | 50% | 99% | 100% | 105% | Above target (specific % not disclosed) | 0.8x–1.2x vs S&P 400 over 3 years |
| Revenue | 50% | 98% | 100% | 103% | Above target (specific % not disclosed) | 0.8x–1.2x vs S&P 400 over 3 years |
Vesting schedules:
- 2024 RSUs: one-third vest on January 10, 2025; 2026; 2027, subject to service; pro-rata vesting on death/disability/retirement .
- 2024 PSUs: 3-year performance period (2024–2026); service through March 10, 2027; final shares depend on 3-year average performance and TSR modifier .
- 2023 RSUs: vest Jan 10, 2024/2025/2026 .
- 2023 PSUs: performance 2023–2025; service through March 10, 2026 .
- 2022 PSUs: performance completed (108.382%); service vest Jan 10, 2025 .
Equity Ownership & Alignment
Beneficial ownership and breakdown (as of March 25, 2025):
| Measure | Amount |
|---|---|
| Shares beneficially owned | 237,478; less than 1% of outstanding |
| Options exercisable within 60 days | 176,054 |
| Shares held directly | 61,424 |
| Shares outstanding (reference) | 174,870,928 |
Outstanding awards (Dec 31, 2024):
| Award Type | Status | Quantity (#) | Exercise/Value | Expiration/Vesting |
|---|---|---|---|---|
| Stock Option | Exercisable | 53,990 | $43.94 | 2/18/2030 |
| Stock Option | Unexercisable | 53,991 | $43.94 | 2/18/2030 |
| Stock Option | Exercisable | 37,050 | $39.97 | 3/3/2031 |
| Stock Option | Unexercisable | 37,051 | $39.97 | 3/3/2031 |
| Stock Option | Unexercisable | 62,047 | $52.12 | 1/9/2032; vests 50% on 1/10/2025 and 1/10/2027 |
| RSUs | Unvested | 58,301 | $2,504,028 market value | 1/10/2025–2027 |
| RSUs | Unvested | 4,737 (2023 grant) | $203,454 market value | 1/10/2024–2026 |
| PSUs (2022) | Determined | 24,349 | $1,045,790 market value | Service vest 1/10/2025 |
| PSUs (2023) | Target | 22,920 | $984,414 market/payout value | Service through 3/10/2026 |
| PSUs (2024) | Target | 29,890 | $1,283,776 market/payout value | Service through 3/10/2027 |
| PSUs (Supplemental 2024) | Target | 15,718 | $675,088 market/payout value | Service through 3/10/2027 |
Ownership guidelines and policies:
- Executive ownership guideline: at least 1x base salary value for executive officers other than CEO; five-year phase-in; retention of 100% of net shares until compliance; unvested awards and unexercised options do not count .
- Prohibition on hedging and pledging for employees, officers, directors (alignment; reduces hedging/pledging risk) .
Insider trading arrangements:
| Name | Action | Type | Nature | Duration | Aggregate Securities |
|---|---|---|---|---|---|
| Anil Nanduru | Adoption (Sep 15, 2025) | Rule 10b5-1 plan | Sale | Until Mar 30, 2026 or completion | Up to 26,773 common shares, including shares underlying RSUs; net of tax withholding shares |
Employment Terms
Employment agreement:
- Effective Nov 23, 2021; indefinite term; initial salary $470,000 and target bonus 100% of salary; base salary set at $625,000 for 2024 .
- “Good reason” includes material reduction in duties or base salary not cured within 30 days .
Severance and change-of-control economics:
| Scenario (as of Dec 31, 2024) | Cash Severance ($) | Health & Welfare ($) | Equity Treatment ($) | Notes |
|---|---|---|---|---|
| Involuntary termination without cause | 1,081,731 | 38,607 | 936,353 (accelerated prorated vesting of awards vesting within 12 months) | 6 months salary + one week per year of service (max 12 weeks) + pro-rated target bonus; options exercisable for 6 months for Additional Shares |
| Termination for good reason | 1,081,731 | 38,607 | 936,353 | Same treatment as above |
| Change of control; awards assumed and qualifying termination (within 24 months) | — | — | 6,806,966 (full acceleration of all unvested equity) | Full vesting; options exercisable 6 months post-termination |
| Change of control; awards not assumed | — | — | 3,291,377 (accelerated vesting) | Full vesting at change of control if not assumed/substituted/continued |
Restrictive covenants:
- Non-competition and non-solicitation for 1 year post-termination; severance subject to release of claims .
Clawback:
- Company adopted a clawback policy effective Oct 2, 2023 applicable to Section 16 officers for restatements and certain misconduct; filed as exhibit to FY2023 10-K .
Performance & Track Record (Segment results he leads)
| Segment AOI ($mm) | 2023 | 2024 | Change |
|---|---|---|---|
| Consumer & Healthcare | $242.5 | $293.1 | +20.9% |
| High Tech & Manufacturing | $297.9 | $319.4 | +7.2% |
Company-level highlights (2024):
- Net revenues: $4,767.1 million; +6.5% year-over-year .
- Gross profit: $1,690.1 million; margin 35.5% .
- Income from operations: $702.1 million; margin 14.7% .
- AOI: $813.9 million; margin 17.1% .
- Adjusted diluted EPS up 10% year-over-year; cash from operations $615 million; capital returned $361 million; new bookings ~$5.7 billion .
Equity Ownership & Alignment (Risk Considerations)
- Security ownership table shows Nanduru’s exercisable options and direct holdings; overall ownership less than 1% (aligned but not controlling) .
- Insider trading policy prohibits hedging/pledging, reducing misalignment risk; executive ownership guideline requires 1x salary worth of shares, with mandatory retention until compliance .
- Rule 10b5-1 plan adoption in Sep 2025 indicates scheduled selling activity through Mar 2026; includes shares underlying RSUs, suggesting potential vest-date related supply .
Employment Terms (Additional Details)
- Equity vesting upon termination outside CoC: options/RSUs vest on termination date for a 12-month “Additional Shares” portion; PSUs vest at end of service period to the extent Additional Shares would have vested; options exercisable for six months post-termination .
- Within 24 months after a change of control, all time-based options, RSUs, and PSUs vest in full upon qualifying termination; options remain exercisable for six months .
Related Party Transactions
- Sister-in-law (Pallavi Nanduru) employed by Genpact as a Vice President in HR; compensation exceeds $120,000; reviewed under company’s related-person transaction policy; no other related transactions disclosed for NEOs in 2024 .
Say-on-Pay & Shareholder Feedback
- Say-on-pay support approximately 91% at 2024 annual meeting; prior years: ~96% (2022), ~93% (2023), indicating continued shareholder support for pay design and alignment .
Investment Implications
- Strong pay-for-performance alignment: 2024 PSUs tied equally to revenue and adjusted EPS with a three-year horizon and TSR-relative modifier; this incentivizes multi-year operational execution and shareholder return, with Year 1 performance above target on both metrics .
- Retention risk appears contained near term: one-time 2024 retention RSUs ($1.5M) and supplemental PSUs ($0.5M) vest over 2025–2027, creating meaningful unvested equity that should support retention through the CEO transition period .
- Potential selling pressure: adoption of a Rule 10b5-1 plan to sell up to 26,773 shares through March 30, 2026, combined with annual RSU vest dates on January 10, may create periodic supply around vesting windows; monitor January and plan execution cadence .
- Execution track record in segments: 2024 AOI growth in Consumer & Healthcare (+20.9%) and High Tech & Manufacturing (+7.2%) under his leadership supports value creation claims and bonus/PSU funding narratives, reinforcing alignment with operational outcomes .
- Governance safeguards: prohibition on pledging/hedging, executive ownership guidelines, and a 2023 clawback policy reduce alignment risks and protect against restatement-related incentive payouts .