SEC Form 4 · accession 0001193125-26-374895

Paymentus Holdings, Inc. · PAY

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Robert Palumbo

Director · 10% Owner

Period of report

Aug 26, 2026

Accepted (ET)

Aug 28, 2026 · 6:34 pm EDT

Rule 10b5-1 plan

box not checked

Issuer CIK

0001841156

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Class A Common Stock^F1,F2,F3,F4	Aug 26, 2026	J	94,546	$0.00	D	0	I	Accel-KKR Growth Capital Partners III, LP
Class A Common Stock^F2,F3,F4	holding	—	—		—	2,245,886	I	Accel-KKR Capital Partners CV III, LP
Class A Common Stock^{F5,F6,F2,F3,F4}	holding	—	—		—	10,845	I	AKKR Strategic Capital LP
Class A Common Stock^F7	holding	—	—		—	7,835	D
Class A Common Stock^F8	holding	—	—		—	64,308	I	See footnote

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Class B Common Stock^{F1,F2,F3,F4,F9}	—	Aug 26, 2026	J	9,736,723	D	—	—	Class A Common Stock	9,736,723	146,020	I
Class B Common Stock^{F1,F2,F3,F4,F9}	—	Aug 26, 2026	J	416,038	D	—	—	Class A Common Stock	416,038	0	I
Class B Common Stock^{F1,F2,F3,F4,F9}	—	Aug 26, 2026	J	607,024	D	—	—	Class A Common Stock	607,024	100	I
Class B Common Stock^{F1,F10,F11,F2,F3,F4,F9}	—	Aug 26, 2026	J	600,000	D	—	—	Class A Common Stock	600,000	2,489,787	I
Class B Common Stock^F9,F12	—	holding	—	—	—	—	—	Class A Common Stock	2,935,308	2,935,308	D
Class B Common Stock^F8,F9	—	holding	—	—	—	—	—	Class A Common Stock	7,181,629	7,181,629	I

Explanation of responses

F1In-kind pro rata distribution from the Reporting Person to its partners, without consideration.
F10Includes 1,002,627 shares received from certain of the other Reporting Persons in the distribution described in footnote 1. Such shares were previously reported as indirectly owned through the entities effecting such distributions.
F11The total reported in Column 9 of Table II reflects a transfer from SC GPI to SC. The transfer was exempt from reporting under Section 16 of the Exchange Act pursuant to Rule 16a-13 under the Exchange Act.
F12Includes 1,341,592 shares received from certain of the other Reporting Persons in the distribution described in footnote 1. Such shares were previously reported as indirectly owned through the entities effecting such distributions. The total reported in Column 9 of Table II also includes 1,593,716 shares that were inadvertently reported as held indirectly by the Reporting Person on the Form 4 filed on August 19, 2026.
F2Accel-KKR Holdings GP, LLC, or Topco GP (for which decision making is controlled by Mr. Palumbo and Mr. Barnds), has voting and investment power over the shares of Common Stock of the Issuer owned by (i) Accel-KKR Capital Partners CV III, LP, or CV III; (ii) Accel-KKR Growth Capital Partners III, LP, or GC III; (iii) Accel-KKR Growth Capital Partners II Strategic Fund, LP, or GC II Strategic; (iv) Accel-KKR Growth Capital Partners II, LP, or GC II; (v) (v) Accel-KKR Members Fund, LLC, or Members Fund; (vi) AKKR Strategic Capital LP, or SC; and (vii) AKKR SC GPI HoldCo LP, or SC GPI.
F3(Continued from footnote 2) AKKR Fund III Management Company CV, LP, or CV III GP, is the sole general partner of CV III. AKKR Growth Capital Management Company III, LP, or GC III GP, is the sole general partner of GC III. AKKR Growth Capital Management Company II, LP, or GC II GP, is the sole general partner of GC II Strategic and GC II. AKKR Strategic Capital GP, or SC GP, is the sole general partner of SC. AKKR Management Company, LLC, or UGP, is the sole managing member of Members Fund and the sole general partner of CV III GP, GC III GP, GC II GP, SC GP and SC GPI. Topco GP, is the sole managing member of UGP. AKKR Fund II Management Company, LP,
F4(Continued from footnote 3) or the Management Company, is the sole management company of each of the Accel-KKR Funds, and UGP is the general partner of the Management Company. Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of such Reporting Person's pecuniary interest therein. Each of the foregoing entities and Mr. Barnds have separately filed Form 4s reporting their interests.
F5Includes 2,583 shares received from certain of the other Reporting Persons in the distribution described in footnote 1. Such shares were previously reported as indirectly owned through the entities effecting such distributions.
F6The total reported in Column 5 of Table I reflects a transfer from SC GPI to SC. The transfer was exempt from reporting under Section 16 of the Securities Exchange Act of 1934 (the "Exchange Act"), as amended, pursuant to Rule 16a-13 under the Exchange Act.
F7Includes 5,896 shares received from certain of the other Reporting Persons in the distribution described in footnote 1. Such shares were previously reported as indirectly owned through the entities effecting such distributions. The total reported in Column 5 of Table I also includes 1,939 shares that were inadvertently reported as held indirectly by the Reporting Person on the Form 4 filed on August 19, 2026.
F8Shares held by the Palumbo 2026 Annuity Trust.
F9Class B Common Stock is convertible at any time, at the holder's election and automatically in connection with certain transfers and upon certain other events, into an equal number of shares of Class A Common Stock and has no expiration date.