Paymentus Holdings, Inc. received an amended Schedule 13G from a group of Accel‑KKR-related entities and individuals reporting significant beneficial ownership of its common stock. The Accel‑KKR fund complex reports beneficial ownership of 28,186,516 Class A shares, representing 27.44% of the outstanding Class A stock, through a mix of directly held Class A shares and Class B shares convertible into Class A with no expiration date.
Individuals Robert Palumbo and Thomas Barnds each report beneficial ownership of about 35.4 million Class A shares (including shares issuable upon conversion of Class B and proxy shares), or 34.43% of the Class A class. The ownership calculations use 62,725,653 Class A shares outstanding as of February 1, 2026, plus 40,013,248 Class A shares issuable upon conversion of Class B shares. A stockholders agreement among Accel‑KKR funds, KKR‑AKI, and Dushyant Sharma and affiliates could be deemed to form a “group” holding 65,337,808 Class A shares, or 52.09% of the class, though the reporting persons expressly disclaim membership in such a group and beneficial ownership of those additional securities.
Positive
None.
Negative
None.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 8)
Paymentus Holdings, Inc.
(Name of Issuer)
Common Stock, par value $0.0001
(Title of Class of Securities)
70439P108
(CUSIP Number)
12/31/2025
(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)
SCHEDULE 13G
CUSIP No.
70439P108
1
Names of Reporting Persons
Accel-KKR Holdings 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
28,186,516.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
26,950,656.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
28,186,516.00
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)
27.44 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person:
The reported securities represent (i) 2,536,524 shares of Class A Common Stock ("Class A Shares"), (ii) 24,414,132 Class A Shares issuable upon conversion of an equal number of shares of Class B Common Stock ("Class B Shares"), and (iii) 1,235,860 Class A Shares underlying Class B Shares for which the Reporting Person holds a voting proxy ("Proxy Shares").
The reported percentage is calculated based on (i) 62,725,653 Class A Shares outstanding as of February 1, 2026, based on information furnished by the Issuer as increased by (ii) 40,013,248 Class A Shares issuable upon conversion of Class B Shares beneficially owned by the Reporting Persons (inclusive of the Proxy Shares).
SCHEDULE 13G
CUSIP No.
70439P108
1
Names of Reporting Persons
Accel-KKR Capital Partners CV III, 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
20,038,203.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
20,038,203.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
20,038,203.00
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)
19.50 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person:
The reported securities represent (i) 2,245,886 Class A Shares and (ii) 17,792,317 Class A Shares issuable upon conversion of an equal number of Class B Shares.
The reported percentage is calculated based on (i) 62,725,653 Class A Shares outstanding as of February 1, 2026, based on information furnished by the Issuer as increased by (ii) 40,013,248 Class A Shares issuable upon conversion of Class B Shares beneficially owned by the Reporting Persons (inclusive of the Proxy Shares).
SCHEDULE 13G
CUSIP No.
70439P108
1
Names of Reporting Persons
Accel-KKR Growth Capital Partners III, 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
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
843,557.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
843,557.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
843,557.00
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)
0.82 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person:
The reported securities represent (i) 94,546 Class A Shares and (ii) 749,011 Class A Shares issuable upon conversion of an equal number of Class B Shares.
The reported percentage is calculated based on (i) 62,725,653 Class A Shares outstanding as of February 1, 2026, based on information furnished by the Issuer as increased by (ii) 40,013,248 Class A Shares issuable upon conversion of Class B Shares beneficially owned by the Reporting Persons (inclusive of the Proxy Shares).
SCHEDULE 13G
CUSIP No.
70439P108
1
Names of Reporting Persons
Accel-KKR Growth Capital Partners II Strategic Fund, 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
28,268.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
28,268.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
28,268.00
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)
0.03 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person:
The reported securities represent (i) 3,168 Class A Shares and (ii) 25,100 Class A Shares issuable upon conversion of an equal number of Class B Shares.
The reported percentage is calculated based on (i) 62,725,653 Class A Shares outstanding as of February 1, 2026, based on information furnished by the Issuer as increased by (ii) 40,013,248 Class A Shares issuable upon conversion of Class B Shares beneficially owned by the Reporting Persons (inclusive of the Proxy Shares).
SCHEDULE 13G
CUSIP No.
70439P108
1
Names of Reporting Persons
Accel-KKR Growth Capital Partners II, 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
333,255.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
333,255.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
333,255.00
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)
0.32 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person:
The reported securities represent (i) 37,350 Class A Shares and (ii) 295,905 Class A Shares issuable upon conversion of an equal number of Class B Shares.
The reported percentage is calculated based on (i) 62,725,653 Class A Shares outstanding as of February 1, 2026, based on information furnished by the Issuer as increased by (ii) 40,013,248 Class A Shares issuable upon conversion of Class B Shares beneficially owned by the Reporting Persons (inclusive of the Proxy Shares).
SCHEDULE 13G
CUSIP No.
70439P108
1
Names of Reporting Persons
Accel-KKR Members Fund, 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
1,003,054.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,003,054.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,003,054.00
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)
0.98 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person:
The reported securities represent 1,003,054 Class A Shares issuable upon conversion of an equal number of Class B Shares.
The reported percentage is calculated based on (i) 62,725,653 Class A Shares outstanding as of February 1, 2026, based on information furnished by the Issuer as increased by (ii) 40,013,248 Class A Shares issuable upon conversion of Class B Shares beneficially owned by the Reporting Persons (inclusive of the Proxy Shares).
SCHEDULE 13G
CUSIP No.
70439P108
1
Names of Reporting Persons
AKKR Strategic Capital 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
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
3,668,256.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,668,256.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,668,256.00
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)
3.57 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person:
The reported securities represent 3,668,256 Class A Shares issuable upon conversion of an equal number of Class B Shares.
The reported percentage is calculated based on (i) 62,725,653 Class A Shares outstanding as of February 1, 2026, based on information furnished by the Issuer as increased by (ii) 40,013,248 Class A Shares issuable upon conversion of Class B Shares beneficially owned by the Reporting Persons (inclusive of the Proxy Shares).
SCHEDULE 13G
CUSIP No.
70439P108
1
Names of Reporting Persons
AKKR SC GPI HoldCo 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
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
880,489.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
880,489.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
880,489.00
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)
0.86 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person:
The reported securities represent 880,489 Class A Shares issuable upon conversion of an equal number of Class B Shares.
The reported percentage is calculated based on (i) 62,725,653 Class A Shares outstanding as of February 1, 2026, based on information furnished by the Issuer as increased by (ii) 40,013,248 Class A Shares issuable upon conversion of Class B Shares beneficially owned by the Reporting Persons (inclusive of the Proxy Shares).
SCHEDULE 13G
CUSIP No.
70439P108
1
Names of Reporting Persons
AKKR Fund II Management Company, 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
155,574.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
155,574.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
155,574.00
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)
0.15 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person:
The reported securities represent Class A Shares.
The reported percentage is calculated based on (i) 62,725,653 Class A Shares outstanding as of February 1, 2026, based on information furnished by the Issuer as increased by (ii) 40,013,248 Class A Shares issuable upon conversion of Class B Shares beneficially owned by the Reporting Persons (inclusive of the Proxy Shares).
SCHEDULE 13G
CUSIP No.
70439P108
1
Names of Reporting Persons
Palumbo, Robert
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
7,181,629.00
6
Shared Voting Power
28,186,516.00
7
Sole Dispositive Power
7,181,629.00
8
Shared Dispositive Power
26,950,656.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
35,368,145.00
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)
34.43 %
12
Type of Reporting Person (See Instructions)
IN
Comment for Type of Reporting Person:
The reported securities represent (i) 2,536,524 Class A Shares and (ii) 31,595,761 Class A Shares issuable upon conversion of an equal number of Class B Shares, and (iii) 1,235,860 Class A Shares underlying the Proxy Shares.
The reported percentage is calculated based on (i) 62,725,653 Class A Shares outstanding as of February 1, 2026, based on information furnished by the Issuer as increased by (ii) 40,013,248 Class A Shares issuable upon conversion of Class B Shares beneficially owned by the Reporting Persons (inclusive of the Proxy Shares).
SCHEDULE 13G
CUSIP No.
70439P108
1
Names of Reporting Persons
Barnds, Thomas
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
7,181,627.00
6
Shared Voting Power
28,186,516.00
7
Sole Dispositive Power
7,181,627.00
8
Shared Dispositive Power
26,950,656.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
35,368,143.00
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)
34.43 %
12
Type of Reporting Person (See Instructions)
IN
Comment for Type of Reporting Person:
The reported securities represent (i) 2,536,524 Class A Shares and (ii) 31,595,761 Class A Shares issuable upon conversion of an equal number of Class B Shares, and (iii) 1,235,860 Class A Shares underlying the Proxy Shares.
The reported percentage is calculated based on (i) 62,725,653 Class A Shares outstanding as of February 1, 2026, based on information furnished by the Issuer as increased by (ii) 40,013,248 Class A Shares issuable upon conversion of Class B Shares beneficially owned by the Reporting Persons (inclusive of the Proxy Shares).
SCHEDULE 13G
CUSIP No.
70439P108
1
Names of Reporting Persons
KKR-AKI Investors L.L.C.
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
1,235,860.00
7
Sole Dispositive Power
1,235,860.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,235,860.00
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)
1.20 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person:
The reported securities represent 1,235,860 Class A Shares issuable upon conversion of an equal number of Class B Shares.
The reported percentage is calculated based on (i) 62,725,653 Class A Shares outstanding as of February 1, 2026, based on information furnished by the Issuer as increased by (ii) 40,013,248 Class A Shares issuable upon conversion of Class B Shares beneficially owned by the Reporting Persons (inclusive of the Proxy Shares).
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Paymentus Holdings, Inc.
(b)
Address of issuer's principal executive offices:
11605 N. Community House Road, Suite 300 Charlotte, NC, 28277
Item 2.
(a)
Name of person filing:
(i) Accel-KKR Holdings GP, LLC
(ii) Accel-KKR Capital Partners CV III, LP
(iii) Accel-KKR Growth Capital Partners III, LP
(iv) Accel-KKR Growth Capital Partners II Strategic Fund, LP
(v) Accel-KKR Growth Capital Partners II, LP
(vi) Accel-KKR Members Fund, LLC
(vii) AKKR Strategic Capital LP
(viii) AKKR SC GPI HoldCo LP
(ix) AKKR Fund II Management Company, LP
(ix) Palumbo, Robert
(x) Barnds, Thomas
(xi) KKR-AKI Investors L.L.C.
(b)
Address or principal business office or, if none, residence:
c/o Accel-KKR
2180 Sand Hill Road, Suite 300,
Menlo Park, CA 94025.
(c)
Citizenship:
See responses to Item 4 on the cover page.
(d)
Title of class of securities:
Common Stock, par value $0.0001
(e)
CUSIP No.:
70439P108
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:
See responses to Item 9 on each cover page.
Accel-KKR Fund Holdings
The aggregate 28,186,516 Class A Shares, representing 27.44% of the outstanding Class A Shares, which are reported as beneficially owned in this Statement are held as follows:
Accel-KKR Capital Partners CV III, LP ("CV III") directly holds 2,245,886 Class A Shares and 17,792,317 Class B Shares, convertible into an equal number of Class A Shares with no expiration date. AKKR Fund III Management Company CV, LP ("CV III GP") is the sole general partner of CV III.
Accel-KKR Growth Capital Partners III, LP ("GC III") directly holds 94,546 Class A Shares and 749,011 Class B Shares. AKKR Growth Capital Management Company III, LP ("GC III GP") is the sole general partner of GC III.
Accel-KKR Growth Capital Partners II Strategic Fund, LP ("GC II Strategic") directly holds 3,168 Class A Shares and 25,100 Class B Shares. AKKR Growth Capital Management Company II, LP ("GC II GP") is the sole general partner of GC II Strategic.
Accel-KKR Growth Capital Partners II, LP ("GC II") directly holds 37,350 Class A Shares and 295,905 Class B Shares. GC II GP is the sole general partner of GC II.
Accel-KKR Members Fund, LLC ("Members Fund") directly holds 1,003,054 Class B Shares. AKKR Management Company, LLC ("UGP") is the sole managing member of Members Fund.
AKKR Strategic Capital LP ("SC") directly holds 3,668,256 Class B Shares. AKKR Strategic Capital GP ("SC GP") is the sole general partner of SC.
AKKR SC GPI HoldCo LP ("SC GPI" and collectively with CV III, GC III, GC II Strategic, GC II, Members Fund, and SC, the "Accel-KKR Funds") directly holds 880,489 Class B Shares.
AKKR Fund II Management Company, LP ("Fund II GP" and collectively with CV III, GC III, GC II Strategic, GC II, Members Fund, SC and SC GPI, the "Accel-KKR Funds") directly holds 155,574 Class A Shares. UGP is the sole general partner of Fund II GP.
UGP has voting rights with respect to the 1,235,860 KKR-AKI Proxy Shares (described below).
Robert Palumbo directly holds 7,181,629 Class B Shares. Thomas C. Barnds directly holds 7,181,622 Class B Shares through a trust.
UGP is the sole general partner of CV III GP, GC III GP, GC II GP, SC GP and SC GPI. Accel-KKR Holdings GP, LLC ("Topco GP") is the sole managing member of UGP. Thomas C. Barnds and Robert Palumbo are the sole two directors and members of Topco GP. AKKR Fund II Management Company, LP (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. Consequently, as a result of the ownership and relationships described in the above bullet points, Mr. Barnds, Mr. Palumbo, CV III GP, GC III GP, GC II GP, SC GP, UGP, Topco GP and the Management Company may be deemed to have shared voting and dispositive power over the shares held by the Accel-KKR Funds.
KKR-AKI Proxy Shares
KKR-AKI Investors L.L.C. ("KKR-AKI") directly holds 1,235,860 Class B Shares. Pursuant to a Distribution and Voting Agreement, dated as of February 13, 2012, KKR-AKI is subject to a voting agreement with respect to the shares of Class B common stock that it holds in the Issuer and has granted UGP a proxy and attorney-in-fact, with full power of substitution, to vote all of its shares as required by such voting agreement if KKR-AKI does not comply with the terms thereof. As a result, UGP may be deemed to beneficially own such shares.
Stockholders Agreement
Pursuant to a Stockholders Agreement, dated as of May 24, 2021, as filed as Exhibit 10.1 to the Form 8-K filed May 28, 2021 (the "Agreement"), among (i) the Issuer, (ii) the Accel-KKR Funds, (iii) KKR-AKI, (iv) Dushyant Sharma and his related trusts and affiliates ("Sharma," together with the Accel-KKR Funds and KKR-AKI, the "Investor Parties"), the Investor Parties have agreed to certain voting arrangements, and therefore the Reporting Persons may be deemed to be part of a "group" pursuant to Rule 13d-3(a) with the Sharma Investors. Such "group" would be deemed to beneficially own an aggregate of 65,337,808 Class A Shares or 52.09% of the Issuer's outstanding Class A Shares calculated pursuant to Rule 13d-3(d). The Reporting Persons expressly disclaim membership in any such "group" and disclaim beneficial ownership of, and the responses to Items 5 through 9 of the cover pages to this Schedule 13G do not reflect, any securities that the Reporting Persons may be deemed to beneficially own solely by reason of the Agreement, which securities are separately reported on a Schedule 13G filed by Sharma.
(b)
Percent of class:
See responses to Item 11 on each cover page hereto and the information set forth in Item 4(a) above.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
See responses to Item 5 on each cover page hereto.
(ii) Shared power to vote or to direct the vote:
See responses to Item 6 on each cover page hereto.
(iii) Sole power to dispose or to direct the disposition of:
See responses to Item 7 on each cover page hereto.
(iv) Shared power to dispose or to direct the disposition of:
See responses to Item 8 on each cover page hereto.
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.
Not Applicable
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
Not Applicable
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.
Accel-KKR Holdings GP, LLC
Signature:
/s/ Thomas C. Barnds
Name/Title:
Thomas C. Barnds/Authorized Signatory
Date:
02/13/2026
Accel-KKR Capital Partners CV III, LP
Signature:
/s/ Thomas C. Barnds
Name/Title:
Thomas C. Barnds/Authorized Signatory
Date:
02/13/2026
Accel-KKR Growth Capital Partners III, LP
Signature:
/s/ Thomas C. Barnds
Name/Title:
Thomas C. Barnds/Authorized Signatory
Date:
02/13/2026
Accel-KKR Growth Capital Partners II Strategic Fund, LP
Signature:
/s/ Thomas C. Barnds
Name/Title:
Thomas C. Barnds/Authorized Signatory
Date:
02/13/2026
Accel-KKR Growth Capital Partners II, LP
Signature:
/s/ Thomas C. Barnds
Name/Title:
Thomas C. Barnds/Authorized Signatory
Date:
02/13/2026
Accel-KKR Members Fund, LLC
Signature:
/s/ Thomas C. Barnds
Name/Title:
Thomas C. Barnds/Authorized Signatory
Date:
02/13/2026
AKKR Strategic Capital LP
Signature:
/s/ Thomas C. Barnds
Name/Title:
Thomas C. Barnds/Authorized Signatory
Date:
02/13/2026
AKKR SC GPI HoldCo LP
Signature:
/s/ Thomas C. Barnds
Name/Title:
Thomas C. Barnds/Authorized Signatory
Date:
02/13/2026
AKKR Fund II Management Company, LP
Signature:
/s/ Thomas C. Barnds
Name/Title:
Thomas C. Barnds/Authorized Signatory
Date:
02/13/2026
Palumbo, Robert
Signature:
/s/ Thomas C. Barnds, as Attorney-in-Fact
Name/Title:
Robert Palumbo
Date:
02/13/2026
Barnds, Thomas
Signature:
/s/ Thomas C. Barnds
Name/Title:
Thomas C. Barnds
Date:
02/13/2026
KKR-AKI Investors L.L.C.
Signature:
/s/ Leonardo Colello
Name/Title:
Leonardo Colello/Manager
Date:
02/13/2026
Exhibit Information
24 Power of Attorney for Robert Palumbo, dated May 25, 2021 (incorporated herein by reference to Exhibit 24 to the filing by Robert Palumbo on Form 3 for Paymentus Holdings, Inc., filed with the Securities and Exchange Commission on May 25, 2021)
99.1 Joint Filing Agreement, dated as of November 14, 2025 (incorporated herein by reference to Exhibit 99.1 to the filing by Accel-KKR Holdings GP, LLC for Paymentus Holdings, Inc., filed with the Securities and Exchange Comission on September 14, 2025)
What stake does Accel-KKR report in Paymentus Holdings (PAY)?
Accel-KKR-related funds report beneficial ownership of 28,186,516 Class A shares, or 27.44% of Paymentus’ Class A stock. This position combines directly held Class A shares with Class B shares that are convertible into an equal number of Class A shares.
How many Paymentus (PAY) shares do Robert Palumbo and Thomas Barnds beneficially own?
Robert Palumbo and Thomas Barnds each report beneficial ownership of about 35.4 million Class A shares, or 34.43% of the class. Their totals include Class A shares, convertible Class B shares, and Class A shares underlying proxy voting arrangements.
How is the ownership percentage in Paymentus (PAY) calculated in this Schedule 13G/A?
Ownership percentages are based on 62,725,653 Class A shares outstanding as of February 1, 2026, plus 40,013,248 Class A shares issuable from Class B conversions. Each reporting person’s percentage reflects their beneficial holdings against this combined share base.
What is the potential ‘group’ ownership disclosed for Paymentus (PAY)?
A stockholders agreement could cause certain investors, including Accel-KKR funds and Dushyant Sharma affiliates, to be deemed a group holding 65,337,808 Class A shares, or 52.09%. The reporting persons, however, expressly disclaim membership in this group and related beneficial ownership.
Which entities are included as reporting persons in this Paymentus (PAY) Schedule 13G/A?
Reporting persons include multiple Accel-KKR funds and management entities, AKKR Strategic Capital vehicles, KKR-AKI Investors L.L.C., and individuals Robert Palumbo and Thomas Barnds. Each provides separate share counts, voting power, and dispositive power details in the ownership tables.
What role do Class B shares play in Accel-KKR’s Paymentus (PAY) ownership?
Many reported holdings are Class B shares that are convertible into an equal number of Class A shares with no expiration date. These convertible shares are included in beneficial ownership calculations because they can become Class A shares under Rule 13d-3(d).
