Robert Palumbo - 11 Sep 2024 Form 4 Insider Report for Paymentus Holdings, Inc. (PAY)

Signature
/s/ Robert Palumbo, /s/ Thomas C. Barnds, as attorney-in-fact
Issuer symbol
PAY
Transactions as of
11 Sep 2024
Net transactions value
$0
Form type
4
Filing time
13 Sep 2024, 17:12:10 UTC
Previous filing
26 Aug 2024
Next filing
27 Nov 2024

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 PAY Class B Common Stock Other $0 -927,837 -1.4% $0.000000 67,652,092 11 Sep 2024 Class A Common Stock 927,837 Accel-KKR Capital Partners CV III, LP F1, F2, F3, F4
transaction PAY Class B Common Stock Other $0 -72,163 -1.3% $0.000000 5,307,464 11 Sep 2024 Class A Common Stock 72,163 Accel-KKR Members Fund, LLC F1, F2, F3, F4
holding PAY Class B Common Stock 3,025,270 11 Sep 2024 Class A Common Stock 3,025,270 Acel-KKR Growth Capital Partners III, LP F1, F3, F4
holding PAY Class B Common Stock 101,395 11 Sep 2024 Class A Common Stock 101,395 Accel-KKR Growth Capital Partners II Strategic Fund, LP F1, F3, F4
holding PAY Class B Common Stock 1,195,150 11 Sep 2024 Class A Common Stock 1,195,150 Accel-KKR Growth Capital Partners II, LP F1, F3, F4
holding PAY Class B Common Stock 563,637 11 Sep 2024 Class A Common Stock 563,637 Direct F1, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Class 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.
F2 Shares received in a pro rata distribution from funds affiliated with Accel-KKR.
F3 Accel-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; and (v) Accel-KKR Members Fund, LLC, or Members Fund.
F4 (Continued from footnote 3) 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 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 and GC II GP. Topco GP, is the sole managing member of UGP. AKKR Fund II Management Company, LP, 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. Palumbo have separately filed Form 4s reporting their interests.
F5 Includes 131,076 shares of Class B Common Stock received in distributions described in footnote 2. Such shares were previously reported as indirectly owned through the entities effecting such distributions.