ICICI Prudential Mutual Fund has crossed the 5% shareholding threshold in mphasis Ltd following a fresh acquisition of equity shares, as disclosed in a regulatory filing to BSE Limited on February 13, 2026.

Share Acquisition Details

The mutual fund acquired 1,51,357 shares of Mphasis on February 12, 2026, through secondary market transactions. This acquisition represents 0.08% of the company's total share capital and pushed the fund's total shareholding above the regulatory threshold of 5%.

Regulatory Compliance

The acquisition triggered mandatory disclosure requirements under Regulation 29(1) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The fund submitted the required disclosure format to BSE Limited, providing comprehensive details of the transaction and shareholding pattern.

Company Capital Structure

Mphasis Ltd maintains a stable equity share capital structure both before and after the acquisition:

Investment Perspective

ICICI Prudential Asset Management Company Limited, through authorized signatory Prashant Bhola, clarified that the shareholding by various schemes of the fund is maintained from an investment perspective. The company explicitly stated that the acquisition is not made with the objective of seeking any controlling interest in Mphasis.

Stock Exchange Listings

Mphasis shares are listed on multiple stock exchanges including BSE Limited, National Stock Exchange of India Limited, and Metropolitan Stock Exchange of India Ltd. The disclosure ensures transparency across all trading platforms where the company's shares are actively traded.

The acquisition reflects institutional confidence in Mphasis as the mutual fund continues to build its investment position in the IT services sector through systematic market purchases.

Mphasis Limited has allotted 110,719 shares under its employee incentive schemes, following approval from the ESOP Compensation Committee of the Board on February 3, 2026. The company informed stock exchanges about this development on February 4, 2026, in compliance with SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Share Allotment Details

The allotment covers shares under two distinct employee benefit plans operated by the company. The distribution reflects the exercise of Employee Stock Options and Restricted Stock Units by eligible employees.

Plan Structure and Terms

The Employee Stock Options Plan 2016 and Restricted Stock Units Plan 2021 operate under predefined terms and time periods for exercise, which have been previously submitted to the stock exchanges. Both plans are designed to provide equity-based compensation to employees as part of the company's retention and incentive strategy.

Cashless Exercise Mechanism

For employees exercising ESOPs under the Cashless Scheme, the Mphasis Employees Equity Reward Trust will deduct appropriate shares from the allotment to cover the exercise price and applicable taxes. This mechanism was approved by shareholders under Section 67 of the Companies Act, 2013, at the 33rd Annual General Meeting held on July 25, 2024.

Similarly, under RSU Plan 2021, the Mphasis Employees Benefit Trust will deduct shares to cover exercise price and taxes upon vesting or exercise of RSUs. This arrangement received shareholder approval at the 30th Annual General Meeting held on September 29, 2021.

Regulatory Compliance

The share allotment notification was sent to both BSE Limited and National Stock Exchange of India Ltd, ensuring compliance with listing regulations. The proceeds from the sale of deducted shares under both plans will be utilized by the respective trusts to repay loans from the company and cover applicable taxes.