Flywire Corporation - Schedule 13G/A: This amendment reports that, as of March 31, 2026, Cadian Capital Management, LP, Cadian Capital Management GP, LLC and Eric Bannasch each may be deemed to beneficially own 6,618,119 shares of Flywire Voting Common Stock. The filing states this equals approximately 5.5% of the class based on 121,451,032 shares outstanding as of March 31, 2026, and that the reported shares are directly held by two advisory clients. The Adviser is disclosed as having shared voting and dispositive power over the reported shares; sole voting and dispositive power are reported as 0. The disclosure identifies the ownership chain: advisory clients → Adviser (Cadian Capital Management, LP) → general partner (Cadian Capital Management GP, LLC) → managing member (Eric Bannasch).
Positive
None.
Negative
None.
Insights
Cadian reports a 5.5% beneficial stake in Flywire held via advisory clients.
The filing states 6,618,119 shares were directly held by Cadian Master Fund L.P. and Cadian Opportunities Master Fund LP, with voting and dispositive power exercised by the Adviser under Investment Management Agreements. The Adviser and related entities are listed in the ownership chain.
Cash‑flow treatment and any planned transactions are not included in this excerpt; subsequent disclosures would show trading activity. Timing is anchored to March 31, 2026 for the ownership and to the signature date May 15, 2026.
Key Figures
Shares beneficially owned:6,618,119 sharesPercent of class:5.5%Shares outstanding:121,451,032 shares
3 metrics
Shares beneficially owned6,618,119 sharesAs of March 31, 2026; held by two advisory clients
Percent of class5.5%Based on 121,451,032 shares outstanding as of March 31, 2026
Shares outstanding121,451,032 sharesShares outstanding as of March 31, 2026 (source: issuer's Form 10-Q)
"As of March 31, 2026, each of the Reporting Persons may have been deemed to have beneficially owned 6,618,119 shares"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
shared dispositive powerregulatory
"shared dispositive power to dispose or to direct the disposition of: 6,618,119 shares"
Investment Management Agreementslegal
"Pursuant to Investment Management Agreements between the Advisory Clients and the Adviser, the Adviser exercises exclusive voting and investment power"
Schedule 13G/Aregulatory
"Amendment No. 4 ) Flywire Corporation Voting Common Stock"
A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 4)
Flywire Corporation
(Name of Issuer)
Voting Common Stock, par value $0.0001 per share
(Title of Class of Securities)
302492103
(CUSIP Number)
03/31/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
302492103
1
Names of Reporting Persons
Cadian Capital Management, LP
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
6,618,119.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
6,618,119.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
6,618,119.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
5.5 %
12
Type of Reporting Person (See Instructions)
IA, PN
SCHEDULE 13G
CUSIP Number(s):
302492103
1
Names of Reporting Persons
Cadian Capital Management GP, LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
6,618,119.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
6,618,119.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
6,618,119.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
5.5 %
12
Type of Reporting Person (See Instructions)
OO, HC
SCHEDULE 13G
CUSIP Number(s):
302492103
1
Names of Reporting Persons
ERIC BANNASCH
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
6,618,119.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
6,618,119.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
6,618,119.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
5.5 %
12
Type of Reporting Person (See Instructions)
IN, HC
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Flywire Corporation
(b)
Address of issuer's principal executive offices:
141 Tremont Street #10, Boston, Massachusetts, 02111
Item 2.
(a)
Name of person filing:
(i) Cadian Capital Management, LP, (ii) Cadian Capital Management GP, LLC, and (iii) Eric Bannasch (collectively, the "Reporting Persons")
(b)
Address or principal business office or, if none, residence:
For each of the Reporting Persons: 535 Madison Avenue, 36th Floor, New York, New York 10022
(c)
Citizenship:
(i) Cadian Capital Management, LP is a Delaware limited partnership, (ii) Cadian Capital Management GP, LLC is a Delaware limited liability company, and (iii) Eric Bannasch is a United States citizen.
(d)
Title of class of securities:
Voting Common Stock, par value $0.0001 per share
(e)
CUSIP No.:
302492103
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
As of March 31, 2026, each of the Reporting Persons may have been deemed to have beneficially owned 6,618,119 shares of Voting Common Stock, par value $0.0001 per share ("Voting Common Stock"), of Flywire Corporation (the "Issuer"). All securities reported in this Schedule 13G were directly held by Cadian Master Fund L.P. and Cadian Opportunities Master Fund LP (collectively, the "Advisory Clients"), advisory clients of Cadian Capital Management, LP (the "Adviser"). Pursuant to Investment Management Agreements between the Advisory Clients and the Adviser, the Adviser exercises exclusive voting and investment power over securities directly held by the Advisory Clients. Cadian Capital Management GP, LLC is the general partner of the Adviser. Eric Bannasch is the sole managing member of Cadian Capital Management GP, LLC.
(b)
Percent of class:
As of March 31, 2026, each of the Reporting Persons may have been deemed to have beneficially owned approximately 5.5% of the shares of Voting Common Stock of the Issuer outstanding, based on 121,451,032 shares of Voting Common Stock outstanding as of March 31, 2026, as disclosed in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on May 6, 2026.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
As of March 31, 2026, each of the Reporting Persons may have been deemed to have had sole power to vote or to direct the vote of 0 shares of Voting Common Stock.
(ii) Shared power to vote or to direct the vote:
As of March 31, 2026, each of the Reporting Persons may have been deemed to have had shared power to vote or to direct the vote of 6,618,119 shares of Voting Common Stock.
(iii) Sole power to dispose or to direct the disposition of:
As of March 31, 2026, each of the Reporting Persons may have been deemed to have had sole power to dispose or to direct the disposition of 0 shares of Voting Common Stock.
(iv) Shared power to dispose or to direct the disposition of:
As of March 31, 2026, each of the Reporting Persons may have been deemed to have had shared power to dispose or to direct the disposition of 6,618,119 shares of Voting Common Stock.
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
All securities reported in this Schedule 13G were directly held by the Advisory Clients.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
The disclosure regarding the relationships among the Reporting Persons in Item 4 is incorporated by reference herein.
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Cadian Capital Management, LP
Signature:
/s/ Eric Bannasch
Name/Title:
Eric Bannasch/Managing Member, Cadian Capital Management GP, LLC, its General Partner
Cadian reports beneficial ownership of 6,618,119 shares, representing approximately 5.5% of Flywire Voting Common Stock. This percentage is based on 121,451,032 shares outstanding as of March 31, 2026 as cited in the filing.
Who actually holds the Flywire shares reported by Cadian?
The shares are directly held by Cadian Master Fund L.P. and Cadian Opportunities Master Fund LP, described as advisory clients. The Adviser (Cadian Capital Management, LP) exercises voting and investment power under Investment Management Agreements.
Does Cadian have sole voting or dispositive power over these shares?
No. The filing states sole voting power: 0 and sole dispositive power: 0. It reports shared voting power and shared dispositive power of 6,618,119 shares for each Reporting Person.
What is the reporting date and where is the outstanding share count from?
The ownership figures are stated as of March 31, 2026. The outstanding share count of 121,451,032 is cited from Flywire's Form 10-Q, as referenced in the Schedule 13G/A.
