CAPILLARY - Capillary Tech.
📢 Recent Corporate Announcements
Capillary Technologies has successfully finalized the 100% acquisition of Session M Inc. and its subsidiary Session M Czech Republic s.r.o. from Mastercard Inc. The transaction, completed on May 1, 2026, was executed through the company's international subsidiaries, Capillary Pte. Ltd. and Capillary Technologies LLC. This acquisition follows the initial approval and disclosure made on February 24, 2026. The move is expected to significantly bolster Capillary's global presence and loyalty management capabilities by integrating a major platform previously owned by Mastercard.
- Completed 100% acquisition of Session M Inc. and Session M Czech Republic s.r.o.
- Acquired from global payments leader Mastercard Inc.
- Transaction finalized on May 1, 2026, following the February 24, 2026, board approval.
- Execution carried out via wholly-owned subsidiary Capillary Pte. Ltd. and step-down subsidiary Capillary Technologies LLC.
Capillary Technologies India Limited has scheduled its earnings conference call for the fourth quarter and full fiscal year ended March 31, 2026. The call is slated for Wednesday, May 6, 2026, at 4:00 P.M. IST. This session follows the official announcement of the company's financial results and provides a platform for management to discuss performance with analysts and investors. Market participants will be looking for updates on the company's growth trajectory and operational margins.
- Earnings conference call for Q4 and FY 2025-26 scheduled for May 6, 2026, at 4:00 PM IST.
- The call will discuss financial results for the quarter and year ended March 31, 2026.
- Registration link for the event has been provided to institutional investors and analysts.
- Sunil Jain, Head of Corporate Development, is the designated contact for investor relations queries.
Capillary Technologies India Limited has allotted 64,680 equity shares of ₹ 2/- each following the exercise of options under its 2021 ESOP scheme. The allotment was approved by the Nomination and Remuneration Committee via circular resolution on April 16, 2026. This action increases the company's total issued share capital to ₹ 15.89 crore, comprising 7,94,71,983 shares. The new shares rank pari-passu with existing equity shares and were issued at an exercise price of ₹ 2/- per share.
- Allotment of 64,680 equity shares of face value ₹ 2/- each upon exercise of vested options
- Shares issued under the Capillary Employees Stock Option Scheme – 2021
- Total post-issue share capital increased to 7,94,71,983 equity shares
- Exercise price for the shares was set at ₹ 2/- per share with nil premium
Capillary Technologies India Limited has filed its quarterly compliance certificate under Regulation 74(5) of SEBI (Depositories and Participants) Regulations, 2018. The company's Registrar and Share Transfer Agent, MUFG Intime India Private Limited, confirmed that no dematerialization requests were received during the quarter ended March 31, 2026. This is due to the fact that 100% of the company's shares are already held in electronic mode. This filing is a standard regulatory requirement and indicates no change in the shareholding structure from physical to electronic form.
- Compliance certificate submitted for the quarter ended March 31, 2026
- Zero demat requests were processed during the reporting period
- 100% of company shares are confirmed to be held in electronic mode only
- Certificate issued by Registrar and Share Transfer Agent MUFG Intime India Private Limited
Aneesh Reddy Boddu, on behalf of the promoter group of Capillary Technologies India Limited, has filed a disclosure under Regulation 31(4) of SEBI (SAST) Regulations. The filing confirms that no members of the promoter group or persons acting in concert have made any new encumbrances on their shares during the financial year ended March 31, 2026. This routine annual declaration ensures that all share pledges, if any, have already been disclosed and no fresh leverage was created against promoter holdings in the specified period.
- Compliance filing under Regulation 31(4) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.
- Covers the full financial year period ending March 31, 2026.
- Confirms zero new direct or indirect encumbrances by promoters during the year.
- Declaration includes major promoters such as Aneesh Reddy Boddu and Capillary Technologies International Pte. Ltd.
Capillary Technologies has appointed Sumit Kumar as President for the Middle East, Africa, and India regions to drive its next phase of expansion. Kumar brings over 28 years of experience from major brands like Marks & Spencer and Bata to lead the sales organization from Dubai. The company currently serves 115 customers, including 20 Fortune 500 companies, across 47 countries. This strategic hire is aimed at accelerating enterprise adoption of Capillary's AI-based loyalty platform in high-growth markets.
- Sumit Kumar appointed as President for Middle East, Africa & India with 28 years of industry experience
- The company currently serves 115 global customers, including 20 Fortune 500 companies
- Capillary operates across 47 countries providing AI-based cloud-native SaaS loyalty products
- New leadership will focus on driving enterprise sales and expanding client partnerships from Dubai
Capillary Technologies has announced the grant of 6,563 stock options to eligible employees under its ESOP Plan 2021. Each option is convertible into one equity share of face value ₹2 at an exercise price of ₹475. This price represents a 19.85% discount to the 90-day volume-weighted average price. The options will vest over a period of four years, aimed at long-term employee retention and alignment with shareholder interests.
- Grant of 6,563 stock options to eligible employees under the ESOP Plan 2021
- Exercise price set at ₹475 per option, a 19.85% discount to fair market value
- Vesting period of four years with an exercise period up to 12 years from listing
- Each option entitles the holder to one equity share of face value ₹2
Capillary Technologies India Limited has announced the closure of its trading window effective April 01, 2026. This closure is in compliance with SEBI (Prohibition of Insider Trading) Regulations, 2015, ahead of the company's audited financial results for the quarter and year ending March 31, 2026. The window will remain closed until 48 hours after the results are officially declared to the stock exchanges. This is a standard regulatory procedure for listed companies to prevent insider trading during the sensitive period before earnings releases.
- Trading window closure starts on Wednesday, April 01, 2026.
- Closure is related to the audited standalone and consolidated financial results for the quarter and year ended March 31, 2026.
- The window will reopen 48 hours after the announcement of the financial results.
- The restriction applies to all Designated Persons, their immediate relatives, and other insiders of the company.
Capillary Technologies has successfully passed a special resolution to extend its 2021 Employee Stock Option Scheme (ESOP) to employees of its Indian and overseas subsidiaries. The resolution was approved with an 86.48% majority of the total 56.27 million votes polled. Notably, there was significant resistance from institutional investors, with 55.9% of their votes (7.61 million shares) cast against the proposal. The promoter group and non-institutional public investors voted almost entirely in favor of the extension.
- Special resolution passed with 86.48% total votes in favor and 13.52% against.
- Institutional investors showed significant dissent, with 55.9% of their polled votes against the resolution.
- Promoter group cast 41.19 million votes, representing 100% support from their side.
- The extension covers employees of all subsidiary companies, both in India and overseas.
- Total voting participation stood at 70.95% of the total outstanding shares.
Capillary Technologies India Limited has allotted 95,530 equity shares of face value ₹2 each following the exercise of options under its ESOP Plan 2021. The allotment was approved by the Nomination and Remuneration Committee via a circular resolution on March 12, 2026. This move increases the company's total issued share capital to 79,407,303 equity shares. The new shares are identical to existing shares and will rank pari passu in all respects.
- Allotment of 95,530 equity shares of ₹2 each fully paid-up
- Exercise price for the allotted shares was set at ₹2 per share
- Total issued share capital post-allotment stands at ₹15,88,14,606
- Total number of issued shares increased to 79,407,303
- Allotment conducted under the Capillary Employees Stock Option Scheme – 2021
Capillary Technologies India Limited has released the audio recording of its investor and analyst call held on February 27, 2026. This disclosure is a standard regulatory requirement under SEBI Listing Regulations to ensure transparency for all shareholders. The recording contains the management's discussion on the company's performance and strategic direction. Investors can access the full audio via the company's official investor relations portal.
- Audio recording of the investor call held on February 27, 2026, is now publicly available.
- Disclosure made in compliance with Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
- The recording link is hosted on the official Capillary Technologies website under the 'Investors' section.
- Provides a platform for shareholders to hear management commentary and analyst Q&A sessions.
Capillary Technologies has issued a clarification regarding its ESOP 2021 scheme following feedback from proxy advisors. The company has specified that the exercise price for options granted post-listing will be subject to a maximum discount of 20% to the 90-day Volume Weighted Average Price (VWAP). This clarification aims to address concerns regarding arbitrary pricing and ensures that the scheme is market-linked. The resolution under discussion involves extending these ESOP benefits to employees of both Indian and overseas subsidiaries.
- Exercise price for ESOP 2021 grants capped at a maximum 20% discount to the 90-day VWAP.
- The 90-day VWAP will be calculated based on the stock exchange with the highest trading volume.
- Minimum exercise price for options is set at the face value of INR 2 per share.
- Clarification follows feedback from proxy advisors regarding lack of transparency in the original Postal Ballot Notice.
- The scheme covers employees of subsidiary companies across both domestic and international jurisdictions.
Capillary Technologies India Limited has scheduled an analyst and investor call for February 27, 2026, at 10:00 A.M. IST. The primary agenda is to provide a corporate update regarding the acquisition of SessionM from Mastercard. This strategic move is expected to enhance Capillary's loyalty and customer engagement offerings globally. Investors should focus on the deal valuation, integration timeline, and projected impact on the company's bottom line.
- Investor and analyst call scheduled for February 27, 2026, at 10:00 A.M. IST
- The call focuses on the strategic acquisition of SessionM from Mastercard
- Official intimation filed under Regulation 30 of SEBI Listing Regulations on February 24, 2026
- Sunil Jain, Head of Corporate Development, named as the primary contact for investor queries
Capillary Technologies has announced the acquisition of Session M Inc. from Mastercard for a base consideration of $20M. This strategic move adds approximately $35M in Annual Recurring Revenue (ARR), bringing the company's total combined ARR to over $115M. The acquisition provides access to 40+ enterprise customers, including 5 Fortune 500 brands across the QSR, airline, and retail sectors. Capillary expects to achieve EBITDA profitability for Session M within the first year and aims for a total company adjusted EBITDA of ₹398 Cr by FY30.
- Acquisition of Session M for $20M base consideration to add $35M+ in Continued ARR
- Combined entity will serve 150+ customers, including 25 Fortune 500 companies globally
- Integration of 60 customers from Kognitiv and Session M acquisitions planned over 24-36 months
- Projected FY30 Adjusted EBITDA of ₹398 Cr with a target of 45%+ Free Cash Flow post-integration
- Strategic expansion into North America (70% of Session M revenue) and new entry into LATAM markets
Capillary Technologies has entered into a definitive agreement to acquire SessionM, a customer engagement and loyalty company, from Mastercard. This acquisition follows the company's November 2025 IPO and previous integrations of Brierley and Kognitiv, reinforcing its inorganic growth strategy. SessionM brings a high-profile global customer base, including Fortune 500 retailers and airlines, which will now be integrated into Capillary's AI-native loyalty platform. The company currently serves 115 customers across 47 countries, and this deal is expected to significantly expand its enterprise footprint.
- Strategic acquisition of SessionM from Mastercard to enhance AI-powered loyalty and engagement solutions.
- SessionM's portfolio includes Fortune 500 retailers, airlines, and CPG brands, expanding Capillary's global reach.
- Follows the company's successful listing on Indian Stock Exchanges in November 2025 and previous acquisitions of Brierley and Kognitiv.
- Capillary currently serves 115 customers, including 20 Fortune 500 companies, across 47 countries.
- Specialized technical team from SessionM will transition to Capillary to ensure continuity and expertise preservation.
Financial Performance
Financial analysis data not yet available for this company.
Operational Drivers
Operational analysis data not yet available for this company.
Strategic Growth
Growth Strategy
The company is focusing on human capital retention and alignment through the ratification of the Capillary Employees Stock Option Scheme-2021 (ESOP 2021). This strategy is intended to incentivize employees by linking compensation to company performance, which is critical for maintaining a competitive edge in the technology sector.
Brand Portfolio
Capillary
External Factors
Industry Trends
The technology industry is seeing a trend of increased shareholder activism and institutional scrutiny regarding executive and employee compensation. This is evidenced by the 49.7440% of institutional votes (5,947,972 votes) cast against the ratification of the ESOP 2021 scheme, indicating a significant divide in investor expectations regarding dilution and incentive structures.
Regulatory & Governance
Industry Regulations
The company operates under the regulatory oversight of SEBI, specifically complying with Regulation 44(3) of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, and Section 108 of the Companies Act, 2013, regarding the conduct of postal ballots and electronic voting for special resolutions.
Risk Analysis
Key Uncertainties
A key business risk is the high level of institutional investor dissent, with 49.7440% of institutional votes opposing the ESOP 2021 ratification. This lack of consensus could lead to future friction regarding corporate governance and capital allocation strategies. The resolution passed primarily due to 100% support from the Promoter and Promoter Group (41,195,648 votes).