UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 of

the Securities Exchange Act of 1934

For the month of February 2020

Commission File Number 001—32945

WNS (HOLDINGS) LIMITED

(Translation of Registrant’s name into English)

Gate 4, Godrej & Boyce Complex

Pirojshanagar, Vikhroli (W)

Mumbai 400 079, India

+91-22-4095-2100

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F  ☑             Form 40-F  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  ☐

TABLE OF CONTENTS

WNS (Holdings) Limited is incorporating by reference the information and exhibits set forth in this Form 6-K into its registration statements on Form S-8 filed on July 31, 2006 (File No: 333-136168), Form S-8 filed on February 17, 2009 (File No. 333-157356), Form S-8 filed on September 15, 2011 (File No. 333-176849), Form S-8 filed on September 27, 2013 (File No. 333-191416), Form S-8 filed on October 11, 2016 (File No. 333-214042) and Form S-8 filed on October 31, 2018 (File No. 333-228070).

Other Events

On February 14, 2020, WNS (Holdings) Limited (the “Company”) issued a press release announcing certain changes in the Board of Directors of the Company effective February 14, 2020.

A copy of the press release dated February 14, 2020 is attached hereto as Exhibit 99.1.

Exhibit

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: February 14, 2020

EXHIBIT INDEX

Exhibit 99.1

WNS Announces Addition of Jason Liberty to Board of Directors

NEW YORK and MUMBAI, February 14, 2020 — WNS (Holdings) Limited (NYSE: WNS), a leading provider of global Business Process Management (BPM) services, today announced the appointment of Jason Liberty to the company’s Board of Directors and Audit Committee effective February 14, 2020. Jason brings over 20 years of strategic finance experience and deep domain expertise in the Travel vertical to WNS. Currently, Jason is the Executive Vice President and Chief Financial Officer for Royal Caribbean Cruises Ltd., the world’s second largest cruise line. He is responsible for overseeing the company’s Finance and Accounting, Strategic Planning, Information Technology, Legal, and Risk Management functions. Before joining Royal Caribbean in 2005, Jason was a senior manager with KPMG, LLP.

“Jason is a proven finance leader with a strong track record of helping drive global expansion and deliver profitable revenue growth,” said Adrian T. Dillon, WNS Chairman of the Board. “We are pleased to welcome Jason to the WNS Board of Directors, and believe his unique industry perspective and strong financial acumen will be a valuable addition to the company.”

Renu Karnad, a member of the WNS Board since 2012, has chosen to resign from the Board for personal reasons effective February 14, 2020. “On behalf of the entire Board of Directors, I would like to thank Renu for her many contributions to WNS over the past 7 years and wish her well in all of her future endeavors,” said Chairman Adrian Dillon. Renu was the Chairperson of our Nominating and Corporate Governance Committee and a member of our Compensation Committee. Francoise Gri will take over from Renu as the Chairperson of our Nominating and Corporate Governance Committee.

About WNS

WNS (Holdings) Limited (NYSE: WNS) is a leading Business Process Management (BPM) company. WNS combines deep industry knowledge with technology, analytics and process expertise to co-create innovative, digitally led transformational solutions with over 350 clients across various industries. WNS delivers an entire spectrum of BPM solutions including industry-specific offerings, customer interaction services, finance and accounting, human resources, procurement, and research and analytics to re-imagine the digital future of businesses. As of December 31, 2019, WNS had 44,011 professionals across 60 delivery centers worldwide including facilities in China, Costa Rica, India, the Philippines, Poland, Romania, South Africa, Spain, Sri Lanka, Turkey, the United Kingdom, and the United States. For more information, visit www.wns.com.

Safe Harbor Provision

This document includes information which may constitute forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, the accuracy of which are necessarily subject to risks, uncertainties, and assumptions as to future events. Factors that could cause actual results to differ materially from those expressed or implied are discussed in our most recent Form 20-F and other filings with the Securities and Exchange Commission. WNS undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

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