Piyush Mehta
GenpactAbout Piyush Mehta
Genpact’s Senior Vice President, Chief Human Resources Officer (CHRO) since March 2005 and Country Manager, India since April 2024; with the company since 2001 (initially VP HR). Age 56 as of March 3, 2025; tenure ~24 years, working across three CEO regimes and leading global HR strategy and India growth footprint, including an AI-first pivot and expansion into Tier-3 cities (Madurai, Jodhpur, Warangal) . Company performance context in 2024: net revenues $4.77B (+6.5% YoY), adjusted diluted EPS $3.28 (+10% YoY), AOI margin 17.1%, cash from operations $615M; TSR value of a $100 investment = $108 vs peer group $184 (five-year table) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Genpact | Senior Vice President, Chief Human Resources Officer | March 2005–present | Pivotal in shaping Genpact’s HR strategy globally |
| Genpact | Country Manager, India (in addition to CHRO) | April 2024–present | Expanded India leadership; scaled Tier-3 centers and aligned with AI-first strategy |
| Genpact | Vice President, Human Resources | Joined 2001 | Entry into Genpact HR leadership; foundation for later CHRO role |
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | $345,797 | $376,316 |
| Target Bonus (% of Base) | 100% | 100% |
| Actual Annual Bonus ($) | $291,538 | $406,142 |
Performance Compensation
Annual Bonus Plan Structure and 2024 Outcome
| Metric | Weight | Threshold (% of Target) | Target (% of Target) | Outstanding (% of Target) | 2024 Attainment |
|---|---|---|---|---|---|
| Adjusted Income from Operations (AOI) Margin | 45% | 98% | 100% | 102% | Below target but above threshold |
| Revenue | 45% | 99% | 100% | 104% | Above target |
| Employee Engagement Score | 10% | 92% | 100% | 108% | Above target |
| Plan Multiplier | Value |
|---|---|
| Company Multiplier (applies to CEO; Mehta’s pool uses Bonus Payment Multiplier) | ~100% |
| Bonus Payment Multiplier (applies to SVP pool including Mehta) | ~106% (average scorecards <100%) |
Long-Term Incentives (PSUs and RSUs) – Design
| Component | Metric | Weight | Performance Threshold | Outstanding Level | Service/Vesting | Relative TSR Modifier |
|---|---|---|---|---|---|---|
| PSU (2024–2026 performance) | Adjusted EPS | 50% | 99% of target | 105% of target | Converts based on 3-year performance; cliff service vesting to Mar 10, 2027 | 0.8x–1.2x vs S&P 400 Midcap over 3 years |
| PSU (2024–2026 performance) | Revenue | 50% | 98% of target | 103% of target | Converts based on 3-year performance; cliff service vesting to Mar 10, 2027 | 0.8x–1.2x vs S&P 400 Midcap over 3 years |
| RSU (time-based) | — | — | — | — | Vests one-third on Jan 10, 2025/2026/2027 | — |
2024 Award Grants (detail)
| Grant Date | Award Type | Target Shares | Grant-Date Fair Value ($) | Vesting Schedule |
|---|---|---|---|---|
| Mar 13, 2024 | PSU (annual award) | 33,441 | Included in $4,259,432 combined grant value (PSU+RSU) | Performance 2024–2026; service to Mar 10, 2027 |
| Mar 13, 2024 | RSU (annual award) | 68,659 | Included in $4,259,432 combined grant value (PSU+RSU) | One-third each Jan 10, 2025/2026/2027 |
| Jun 26, 2024 | PSU (supplemental) | 15,718 | $844,627 | Same performance/vesting as 2024 PSU awards |
| LTI Target Values | Amount ($) |
|---|---|
| 2024 Annual LTI target (PSU+RSU) | $1,950,000 |
| One-time Retention RSU (Mar 2024) | $1,500,000 |
| One-time Supplemental PSU (Jun 2024) | $500,000 |
| Total 2024 LTI (incl. one-time awards) | $3,950,000 |
Equity Ownership & Alignment
| Ownership Item | Detail | Amount |
|---|---|---|
| Beneficial Ownership (Mar 25, 2025) | Shares beneficially owned; less than 1% of outstanding | 481,349; <1% |
| Breakdown (beneficial) | Options exercisable within 60 days | 386,124 |
| Breakdown (beneficial) | Shares held directly | 95,225 |
| Option Holdings (Dec 31, 2024) | Exercisable options | 50,000 @ $31.50 (exp 4/1/2028); 276,167 @ $27.70 (exp 1/9/2029); 32,381 @ $44.26 (exp 3/28/2031) |
| Option Holdings (Dec 31, 2024) | Unexercisable options | 32,382 @ $44.26 (exp 3/28/2031); 55,153 @ $52.12 (exp 1/9/2032) |
| RSUs (Dec 31, 2024) | Unvested RSUs (count; market value) | 5,577 ($239,532); 68,659 ($2,948,904) |
| PSUs (Dec 31, 2024) | Unearned PSUs (count; payout value basis) | 24,349 ($1,045,790); 24,180 ($1,038,531); 33,441 ($1,436,291); 15,718 ($675,088) |
| 2024 Activity | Options exercised; value realized | 70,000; $1,316,658 |
| Ownership Guidelines | NEOs must hold ≥1x base salary; compliance status | All NEOs in compliance as of Dec 31, 2024 |
| Hedging/Pledging | Prohibited by insider trading policy | Prohibition stated |
Employment Terms
| Term | Provision | Source |
|---|---|---|
| Employment Agreement | Effective Nov 24, 2021; indefinite term; role CHRO | |
| Base Currency | Salary denominated in INR; 2024 base INR 31,440,200 (~$376,316) | |
| Target Bonus | 100% of base salary | |
| Good Reason | Material reduction in authorities/duties or base salary (30-day cure) | |
| Severance (no CoC) | 6 months base salary + one week per year of service (max 12 weeks), pro‑rated target bonus, 18 months health benefits | |
| Equity (no CoC) | Partial acceleration: options/RSUs vest at termination; PSUs vest for “Additional Shares” equal to 12 months of continued service; options exercisable for 6 months | |
| Change of Control | If awards not assumed/continued/substituted: full vesting at CoC; if assumed/continued/substituted: full vesting upon qualifying termination within 24 months | |
| Restrictive Covenants | Non-compete and non-solicit for 1 year post-termination | |
| Clawback | Section 10D/NYSE-compliant clawback policy adopted Oct 2, 2023 | |
| Deferred Compensation | No executive deferrals disclosed for Mehta in U.S. plan | |
| Pension/Statutory | India Gratuity plan; change in pension value $17,911 (2024) | |
| Perquisites | Life insurance premium $974 (2024) |
Performance Compensation – Payout Detail
| Year | Target Bonus ($) | Actual Bonus Paid ($) |
|---|---|---|
| 2023 | $345,797 | $291,538 |
| 2024 | $376,316 | $406,142 |
Equity Award Inventory (Dec 31, 2024)
| Award Type | Grant/Tranche | Quantity | Vest/Expiry | Valuation Basis |
|---|---|---|---|---|
| Options (Exercisable) | 2018 | 50,000 @ $31.50 | 4/1/2028 | — |
| Options (Exercisable) | 2019 | 276,167 @ $27.70 | 1/9/2029 | — |
| Options (Exercisable/Unexercisable) | 2021 | 32,381 / 32,382 @ $44.26 | 3/28/2031 | — |
| Options (Unexercisable) | 2022 | 55,153 @ $52.12 | 1/9/2032 | — |
| RSU (Unvested) | 2023 grant | 5,577 | 2024–2026 schedule | $239,532 market value |
| RSU (Unvested) | 2024 grant | 68,659 | Jan 10, 2025/2026/2027 | $2,948,904 market value |
| PSU (Unearned) | 2022 grant (performance complete) | 24,349 | Service to Jan 10, 2025 | $1,045,790 payout value |
| PSU (Unearned) | 2023 grant | 24,180 | Service to Mar 10, 2026 | $1,038,531 payout value |
| PSU (Unearned) | 2024 annual grant | 33,441 | Service to Mar 10, 2027 | $1,436,291 payout value |
| PSU (Unearned) | 2024 supplemental | 15,718 | Service to Mar 10, 2027 | $675,088 payout value |
Investment Implications
- Pay-for-performance alignment: Bonus and PSU frameworks tie payouts to revenue, AOI margin, Adjusted EPS, and relative TSR, with 3-year PSU horizon and cliff vesting—reducing short-term risk-taking and reinforcing multi-year execution; 2024 revenue/Adjusted EPS outperformed targets, supporting above-target first-year PSU performance .
- Retention risk vs selling pressure: Significant unvested RSUs/PSUs and unexercisable options suggest strong retention hooks; option exercise of 70,000 shares in 2024 and 386,124 options currently exercisable within 60 days indicate potential liquidity events during trading windows, though pledging/hedging is prohibited .
- Change-of-control economics: Double-trigger acceleration if awards are assumed and employment terminates within 24 months; single-trigger if awards are not assumed—material value acceleration potential; severance provides cash plus partial equity acceleration outside CoC .
- Ownership alignment: Meets executive ownership guidelines (≥1x salary) and maintains <1% beneficial stake with direct and option-derived exposure; clawback policy and prohibitions on hedging/pledging strengthen governance .
- Shareholder sentiment: Say-on-pay approval ~91% in 2024 indicates broad investor support for compensation design; continued outreach and PSU rebalancing (50/50 revenue vs EPS) reflect responsiveness to growth and profitability priorities .