Bain Capital Venture Investors, Llc - Jun 21, 2021 Form 4 Insider Report for Flywire Corp (FLYW)

Role: 10%+ Owner
Signature: Bain Capital Venture Investors, LLC, By: /s/ Matthew C. Harris, Title: Managing Director
Stock symbol: FLYW
Transactions as of: Jun 21, 2021
Transactions value $: $294,690
Form type: 4
Date filed: 8/18/2021, 06:54 PM
Previous filing: Jun 1, 2021
Next filing: Jul 8, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	FLYW	Voting Common Stock	Exercise of in-the-money or at-the-money derivative security	$12.8K	+75K	+0.46%	$0.17^*	16.3M	Jun 21, 2021	See footnotes	F1, F3, F4, F5, F6
transaction	FLYW	Voting Common Stock	Exercise of in-the-money or at-the-money derivative security	$282K	+191K	+1.17%	$1.48	16.5M	Jun 21, 2021	See footnotes	F2, F3, F4, F5, F6

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	FLYW	Warrants (Right to Buy)	Exercise of in-the-money or at-the-money derivative security	$0	-75K	-100%	$0.00^*	0	Jun 21, 2021	Voting Common Stock	75K	$0.17	See footnotes	F1, F3, F4, F5, F6
transaction	FLYW	Warrants (Right to Buy)	Exercise of in-the-money or at-the-money derivative security	$0	-191K	-100%	$0.00^*	0	Jun 21, 2021	Voting Common Stock	191K	$1.48	See footnotes	F2, F3, F4, F5, F6

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each warrant was exercisable by the holder in whole or in part at any time and from time to time on or before August 22, 2022. On June 21, 2021, each of Bain Capital Venture Fund 2016, L.P. ("Venture Fund 2016"), BCIP Venture Associates II, LP ("BCIP Venture II") and BCIP Venture Associates II-B, LP ("BCIP Venture II-B") exercised warrants to purchase 67,668, 6,768 and 564 shares of the Issuer's Voting Common Stock, respectively.
F2	Each warrant was exercisable by the holder in whole or in part at any time and from time to time on or before January 15, 2025. On June 21, 2021, each of Venture Fund 2016, BCIP Venture II and BCIP Venture II-B exercised warrants to purchase 171,882, 17,187 and 1,431 shares of the Issuer's Voting Common Stock, respectively (together with the transaction described in footnote 1 above, the "Warrant Exercises").
F3	Includes 13,573,035 shares of the Issuer's Voting Common Stock held directly by Bain Capital Venture Fund 2014, L.P. ("Venture Fund 2014"), 904,821 shares of the Issuer's Voting Common Stock held directly by Venture Fund 2016, 1,383,753 shares of the Issuer's Voting Common Stock held directly by BCIP Venture Associates ("BCIP Venture"), 93,096 shares of the Issuer's Voting Common Stock held directly by BCIP Venture Associates-B ("BCIP Venture-B"), 134,475 shares of the Issuer's Voting Common Stock held directly by BCIP Venture II, 10,140 shares of the Issuer's Voting Common Stock held directly by BCIP Venture II-B, 423,600 shares of the Issuer's Voting Common Stock held directly by Bain Capital Venture Coinvestment Fund II, L.P. ("Venture Coinvestment Fund II") and 16,944 shares of the Issuer's Voting Common Stock held directly by BCV 2019-MD Coinvestment II, L.P. ("2019-MD Coinvestment II" and,
F4	(Continued from footnote 3) together with Venture Fund 2014, Venture Fund 2016, BCIP Venture, BCIP Venture-B, BCIP Venture II, BCIP Venture II-B and Venture Coinvestment Fund II, the "Bain Capital Venture Entities"), in each case, after giving effect to the Warrant Exercises.
F5	Bain Capital Venture Investors, LLC ("BCVI") is (i) the general partner of Bain Capital Venture Partners 2014, L.P. ("Venture Partners 2014"), which is the general partner of Venture Fund 2014, (ii) the general partner of Bain Capital Venture Partners 2016, L.P. ("Venture Partners 2016"), which is the general partner of Venture Fund 2016 and (iii) the manager of Bain Capital Venture Coinvestment II Investors, LLC ("Venture Coinvestment II Investors"), which is the general partner of each of Venture Coinvestment Fund II and 2019-MD Coinvestment II. Boylston Coinvestors, LLC is (i) the managing partner of each of BCIP Venture and BCIP Venture-B and (ii) the general partner of each of BCIP Venture II and BCIP Venture II-B. The governance, investment strategy and decision-making process with respect to the investments held by the Bain Capital Venture Entities is directed by the Executive Committee of BCVI, which consists of Enrique Salem and Ajay Agarwal.
F6	(Continued From Footnote 5) As a result, each of BCVI, Venture Partners 2014, Venture Partners 2016, Venture Coinvestment II Investors and Messrs. Salem and Agarwal may be deemed to share voting and dispositive power with respect to all of the securities held by the Bain Capital Venture Entities. Each of BCVI, Venture Partners 2014, Venture Partners 2016, Venture Coinvestment II Investors and Messrs. Salem and Agarwal disclaims beneficial ownership of such securities except to the extent of its or his pecuniary interest therein.

Remarks:

Form 1 of 2.