SEC Form 4 · accession 0001193125-26-374899
Paymentus Holdings, Inc. · PAY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Accel-KKR Members Fund, LLC
10% Owner
Accel-KKR Holdings GP, LLC
Director · 10% Owner
AKKR STRATEGIC CAPITAL LP
10% Owner
AKKR SC GPI HoldCo LP
10% Owner
Period of report
Aug 26, 2026
Accepted (ET)
Aug 28, 2026 · 6:35 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 StockF1,F2,F3,F4 | Aug 26, 2026 | J | 94,546 | $0.00 | D | 0 | I | Accel-KKR Growth Capital Partners III, LP |
| Class A Common StockF2,F3,F4 | holding | — | — | — | 2,245,886 | I | Accel-KKR Capital Partners CV III, LP | |
| Class A Common StockF5,F6,F2,F3,F4 | holding | — | — | — | 10,845 | I | AKKR Strategic Capital LP |
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 StockF1,F2,F3,F4,F7 | — | Aug 26, 2026 | J | 9,736,723 | D | — | — | Class A Common Stock | 9,736,723 | 146,020 | I |
| Class B Common StockF1,F2,F3,F4,F7 | — | Aug 26, 2026 | J | 416,038 | D | — | — | Class A Common Stock | 416,038 | 0 | I |
| Class B Common StockF1,F2,F3,F4,F7 | — | Aug 26, 2026 | J | 607,024 | D | — | — | Class A Common Stock | 607,024 | 100 | I |
| Class B Common StockF1,F8,F9,F2,F3,F4,F7 | — | Aug 26, 2026 | J | 600,000 | D | — | — | Class A Common Stock | 600,000 | 2,489,787 | I |
Explanation of responses
- F1In-kind pro rata distribution from the Reporting Person to its partners, without consideration.
- 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. Mr. Palumbo 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.
- F7Class 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.
- F8Includes 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.
- F9The 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.