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  4. [Form 4] Paymentus Holdings, Inc. Insider Trading Activity

Paymentus Holdings (NYSE: PAY) director sells 80,000 shares under 10b5-1 plan

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Paymentus Holdings director Gary Trainor, through TF Investment Holdings LLC, reported open-market sales of 80,000 shares of Class A Common Stock on August 4, 2026. The shares were sold in multiple transactions under a Rule 10b5-1 trading plan at weighted average prices from $38.7382 to $43.062 per share.

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Insider Trainor Gary
Role Director
Sold 80,000 shs ($3.26M)
Type Security Shares Price Value
Sale Class A Common Stock F1, F2, F3 7,868 $38.7382 $305K
Sale Class A Common Stock F1, F4, F3 40,332 $39.9096 $1.61M
Sale Class A Common Stock F1, F5, F3 4,500 $40.8779 $184K
Sale Class A Common Stock F1, F6, F3 9,785 $41.9857 $411K
Sale Class A Common Stock F1, F7, F3 17,515 $43.062 $754K
Holdings After Transaction: Class A Common Stock — 509,888 shares (Indirect, See Explanation of Responses)
Footnotes (7)
  1. F1. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan established by the reporting person on March 12, 2026.
  2. F2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $38.23 to $39.22, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
  3. F3. Represents shares held directly by TF Investment Holdings LLC. Gary Trainor is the sole manager of TF Investment Holdings LLC and has sole voting and dispositive power with respect to the shares held by TF Investment Holdings LLC.
  4. F4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $39.26 to $40.25, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
  5. F5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.33 to $41.19, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
  6. F6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $41.54 to $42.53, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
  7. F7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.55 to $43.51, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
Shares sold 80,000 shares Aggregate Class A Common Stock sold on August 4, 2026
Weighted average price tranche 1 $38.7382 per share 7,868 shares of Class A Common Stock sold on August 4, 2026
Weighted average price tranche 2 $39.9096 per share 40,332 shares of Class A Common Stock sold on August 4, 2026
10b5-1 plan adoption date March 12, 2026 Date reporting person established Rule 10b5-1 trading plan
Rule 10b5-1 trading plan regulatory
"were effected pursuant to a Rule 10b5-1 trading plan established"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
weighted average price financial
"The price reported in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
dispositive power financial
"and has sole voting and dispositive power with respect to the shares"
Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.
Class A Common Stock financial
"security_title": "Class A Common Stock""
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

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Form 4 Insider Transactions: What Each Field Means →

FAQ

What insider transaction did Paymentus (PAY) disclose in this Form 4?
Paymentus (PAY) reported that TF Investment Holdings LLC, managed by director Gary Trainor, sold 80,000 shares of Class A Common Stock on August 4, 2026. The sales were made in multiple open-market transactions under a Rule 10b5-1 trading plan at various weighted average prices.

How many Paymentus (PAY) shares did Gary Trainor sell and on what date?
The Form 4 shows that entities associated with director Gary Trainor sold 80,000 Paymentus Class A shares on August 4, 2026. All reported transactions involved non-derivative Class A Common Stock and were executed in several separate open-market trades at different weighted average prices.

Were the PAY insider sales made under a Rule 10b5-1 trading plan?
Yes. The filing states the sales were effected under a Rule 10b5-1 trading plan established by Gary Trainor on March 12, 2026. This indicates the trades followed a pre-arranged plan rather than discretionary timing, which can affect how investors interpret the significance of the sales.

Through which entity were the Paymentus (PAY) shares held for this transaction?
The sold shares were held by TF Investment Holdings LLC. A footnote explains that Gary Trainor is the sole manager of this LLC and has sole voting and dispositive power over the Paymentus shares it holds, so the sales are reported as his indirect ownership transactions.

At what prices were the Paymentus (PAY) shares sold in this Form 4 filing?
Each tranche has a reported weighted average price, including $38.7382, $39.9096, $40.8779, $41.9857 and $43.062 per share. Footnotes add that underlying trades occurred in ranges such as from $38.23 to $39.22, with full price breakdowns available on request.
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Trainor Gary
(Last)(First)(Middle)
15601 DALLAS PARKWAY
SUITE 600
(Street)
ADDISON TEXAS 75001
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Paymentus Holdings, Inc. [ PAY ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/04/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Class A Common Stock08/04/2026S(1)7,868D$38.7382(2)582,020ISee Explanation of Responses(3)
Class A Common Stock08/04/2026S(1)40,332D$39.9096(4)541,688ISee Explanation of Responses(3)
Class A Common Stock08/04/2026S(1)4,500D$40.8779(5)537,188ISee Explanation of Responses(3)
Class A Common Stock08/04/2026S(1)9,785D$41.9857(6)527,403ISee Explanation of Responses(3)
Class A Common Stock08/04/2026S(1)17,515D$43.062(7)509,888ISee Explanation of Responses(3)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan established by the reporting person on March 12, 2026.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $38.23 to $39.22, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
3. Represents shares held directly by TF Investment Holdings LLC. Gary Trainor is the sole manager of TF Investment Holdings LLC and has sole voting and dispositive power with respect to the shares held by TF Investment Holdings LLC.
4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $39.26 to $40.25, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.33 to $41.19, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $41.54 to $42.53, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.55 to $43.51, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
/s/ Meredith P. Burbank, Attorney-in-Fact08/06/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR