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Paymentus Holdings, Inc. — Director's Dealing 2021
May 25, 2021
31189_dirs_2021-05-25_4bfd4923-c10b-43d7-941d-ee0c4348afde.zip
Director's Dealing
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SEC Form 3 — Initial Statement of Beneficial Ownership
Issuer: Paymentus Holdings, Inc. (PAY)
CIK: 0001841156
Period of Report: 2021-05-25
Reporting Person: Accel-KKR Holdings GP, LLC (10% Owner)
Reporting Person: ACCEL-KKR CAPITAL PARTNERS CV III, LP (10% Owner)
Reporting Person: ACCEL-KKR GROWTH CAPITAL PARTNERS III, LP (10% Owner)
Reporting Person: Accel-KKR Growth Capital Partners II Strategic Fund, LP (10% Owner)
Reporting Person: Accel-KKR Growth Capital Partners II, LP (10% Owner)
Reporting Person: Accel-KKR Members Fund, LLC (10% Owner)
Reporting Person: Palumbo Robert (Director, 10% Owner)
Reporting Person: Barnds Thomas (10% Owner)
Holdings (Non-Derivative)
| Security | Shares | Ownership |
|---|---|---|
| Common Stock | 71863439 | Indirect |
| Common Stock | 3025270 | Indirect |
| Common Stock | 101395 | Indirect |
| Common Stock | 1195150 | Indirect |
| Common Stock | 5635005 | Indirect |
Holdings (Derivative)
| Security | Exercise Price | Expiration | Underlying | Shares | Ownership |
|---|---|---|---|---|---|
| Private Placement Shares | $ | Class A Common Stock (2245886) | Indirect | ||
| Private Placement Shares | $ | Class A Common Stock (94546) | Indirect | ||
| Private Placement Shares | $ | Class A Common Stock (37350) | Indirect | ||
| Private Placement Shares | $ | Class A Common Stock (3168) | Indirect |
Footnotes
F1: Immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock, each share of Common Stock shall be reclassified into one share of Class B Common Stock. 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.
F2: 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.
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 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.
F4: Pursuant to an agreement with the Issuer, the Reporting Persons are obligated to purchase an aggregate of $50,000,000 of Class A Common Stock of the Issuer ("Private Placement Shares") in one or more private placements to occur in connection with the closing of the Issuer's initial public offering. Each Private Placement Share has a price of $21.00. The obligation to purchase the Private Placement Shares is not transferable.