Accel-KKR shifts 12M Paymentus (NYSE: PAY) shares in revamp
Rhea-AI Filing Summary
Entities affiliated with Accel-KKR, as reporting persons in respect of Paymentus Holdings, Inc. (PAY), reported a restructuring of their indirect holdings through in-kind, pro rata distributions of Class B Common Stock to their partners on 2026-08-17, coded as other dispositions.
The transactions covered 12,000,000 shares of Class B Common Stock (each convertible into an equal number of Class A shares), with no consideration paid. Following these distributions, various Accel-KKR funds continue to hold indirect positions in both Class A and Class B shares, and each reporting person disclaims beneficial ownership beyond its pecuniary interest.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Seller: 40,518 shares
Net Sell
13 txns
Insider
Accel-KKR Holdings GP, LLC, ACCEL-KKR CAPITAL PARTNERS CV III, LP, ACCEL-KKR GROWTH CAPITAL PARTNERS III, LP, Accel-KKR Growth Capital Partners II Strategic Fund, LP, Accel-KKR Growth Capital Partners II, LP, Accel-KKR Members Fund, LLC, AKKR SC GPI HoldCo LP, AKKR STRATEGIC CAPITAL LP
Role
Director, 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Class B Common Stock F1, F2, F3, F4, F5 | 7,909,574 | $0.00 | $0.00 |
| Other | Class B Common Stock F1, F2, F3, F4, F5 | 395,930 | $0.00 | $0.00 |
| Other | Class B Common Stock F1, F2, F3, F4, F5 | 332,973 | $0.00 | $0.00 |
| Other | Class B Common Stock F1, F2, F3, F4, F5 | 25,100 | $0.00 | $0.00 |
| Other | Class B Common Stock F1, F2, F3, F4, F5 | 295,905 | $0.00 | $0.00 |
| Other | Class B Common Stock F1, F2, F6, F3, F4, F5 | 3,000,000 | $0.00 | $0.00 |
| Other | Class A Common Stock F2, F3, F4, F5 | 37,350 | $0.00 | $0.00 |
| Other | Class A Common Stock F2, F3, F4, F5 | 3,168 | $0.00 | $0.00 |
| holding | Class B Common Stock F1, F3, F4, F5 | -- | -- | -- |
| holding | Class A Common Stock F3, F4, F5 | -- | -- | -- |
| holding | Class A Common Stock F3, F4, F5 | -- | -- | -- |
| holding | Class A Common Stock F3, F4, F5 | -- | -- | -- |
| holding | Class A Common Stock F7, F3, F4, F5 | -- | -- | -- |
Holdings After Transaction:
Class B Common Stock — 9,882,743 shares (Indirect, Accel-KKR Capital Partners CV III, LP);
Class B Common Stock — 607,124 shares (Indirect, Accel-KKR Members Fund, LLC);
Class B Common Stock — 416,038 shares (Indirect, Accel-KKR Growth Capital Partners III, LP);
Class B Common Stock — 0 shares (Indirect, Accel-KKR Growth Capital Partners II Strategic Fund, LP);
Class B Common Stock — 0 shares (Indirect, Accel-KKR Growth Capital Partners II, LP);
Class B Common Stock — 1,206,671 shares (Indirect, AKKR Strategic Capital LP);
Class A Common Stock — 0 shares (Indirect, Accel-KKR Growth Capital Partners II, LP);
Class A Common Stock — 0 shares (Indirect, Accel-KKR Growth Capital Partners II Strategic Fund, LP);
Class B Common Stock — 880,489 shares (Indirect, AKKR SC GPI HoldCo LP);
Class A Common Stock — 2,245,886 shares (Indirect, Accel-KKR Capital Partners CV III, LP);
Class A Common Stock — 94,546 shares (Indirect, Accel-KKR Growth Capital Partners III, LP);
Class A Common Stock — 7,312 shares (Indirect, AKKR SC GPI HoldCo LP);
Class A Common Stock — 950 shares (Indirect, AKKR Strategic Capital LP)
Footnotes (7)
- 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. In-kind pro rata distribution from the Reporting Person to its partners, without consideration.
- 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; (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.
- 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 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,
- F5. (Continued from footnote 4) 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.
- F6. Includes 538,415 shares received from certain of the other reporting persons in the distribution described in footnote 2. Such shares were previously reported as indirectly owned through the entities effecting such distributions.
- F7. Represents shares received in the distribution described in footnote 2.
Key Figures
Restructuring shares: 12,000,000 shares
Largest single Class B disposition: 7,909,574 shares
Class B holdings after transaction: 9,882,743 shares
+5 more
8 metrics
Restructuring shares
12,000,000 shares
Total Class B Common Stock involved in in-kind pro rata distributions on 2026-08-17
Largest single Class B disposition
7,909,574 shares
Class B shares distributed by Accel-KKR Capital Partners CV III, LP on 2026-08-17
Class B holdings after transaction
9,882,743 shares
Indirect Class B holdings reported for Accel-KKR Capital Partners CV III, LP after distributions
Underlying shares retained via Class B
880,489 shares
Underlying Class A shares associated with remaining Class B position, indirect ownership
AKKR Strategic Capital Class B disposition
3,000,000 shares
Class B shares distributed in kind by AKKR Strategic Capital LP on 2026-08-17
AKKR Strategic Capital Class A holding
950 shares
Indirect Class A Common Stock reported as held by AKKR Strategic Capital LP after distributions
Accel-KKR Capital Partners CV III Class A holding
2,245,886 shares
Indirect Class A Common Stock reported as held by Accel-KKR Capital Partners CV III, LP
Accel-KKR Growth Capital Partners III Class A holding
94,546 shares
Indirect Class A Common Stock reported as held by Accel-KKR Growth Capital Partners III, LP
Key Terms
in-kind pro rata distribution, pecuniary interest, beneficial ownership, Class B Common Stock, +1 more
5 terms
in-kind pro rata distribution financial
"In-kind pro rata distribution from the Reporting Person to its partners, without"
pecuniary interest financial
"disclaims beneficial ownership of the reported securities except to the extent of such Reporting Person's pecuniary"
beneficial ownership financial
"Each of the Reporting Persons disclaims beneficial ownership of the reported securities"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
Class B Common Stock financial
"Class B Common Stock is convertible at any time, at the holder's election"
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
convertible at any time financial
"Class B Common Stock is convertible at any time, at the holder's election"
FAQ
What insider transactions did Accel-KKR entities report for PAY on 2026-08-17?
Accel-KKR-affiliated entities reported in-kind, pro rata distributions of Class B Common Stock totaling 12,000,000 shares to their partners, with no consideration paid, restructuring their indirect holdings in Paymentus.
Were the PAY insider transactions by Accel-KKR purchases or sales?
The reported transactions were coded as dispositions (J) representing in-kind, pro rata distributions to fund partners, not open-market purchases or sales. No per-share price or consideration was reported for these movements.
What is the relationship between Paymentus (PAY) Class B and Class A Common Stock?
Each share of Class B Common Stock is convertible at any time into one share of Class A Common Stock and has no expiration date. Conversions can also occur automatically in connection with certain transfers and events.
AI-generated analysis. How Rhea-AI works. Not financial advice.
