PureCycle (PCT) buys back $50M in 7.25% convertible notes from Sylebra entities

Rhea-AI Filing Summary

PureCycle Technologies, Inc. disclosed that investment entities advised by Sylebra Capital disposed of the issuer’s 7.25% Green Convertible Senior Notes due 2030 in a transaction with the company. On June 15, 2026, the affiliated investment entities sold an aggregate USD50,000,000 principal amount of these notes back to PureCycle for aggregate cash consideration of USD52,500,000, plus accrued and unpaid interest, under a Repurchase Agreement. The notes carried a conversion rate of 67.4764 shares of common stock per USD1,000 principal (a conversion price of about USD14.82 per share). Following this disposition to the issuer, the reporting structure shows no remaining position in these notes for the reporting person in this filing.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider SYLEBRA CAPITAL LLC

Role null

Type	Security	Shares	Price	Value
Disposition	7.25% Green Convertible Senior Notes due 2030	0	$1,050.00	--

Holdings After Transaction: 7.25% Green Convertible Senior Notes due 2030 — 0 shares (Indirect, See Footnotes (1) and (2))

Footnotes (1)

1. (1) Sylebra Capital LLC (Sylebra US) and Sylebra Capital Limited (Sylebra HK) are the investment sub-advisers to Sylebra Capital Partners Master Fund, Ltd. (SCPMF), Sylebra Capital Menlo Master Fund (MENLO MF), and other advisory clients. Sylebra Capital Management (Sylebra Cayman) is the investment manager and parent of Sylebra HK. Sylebra Cayman owns 100% of the shares of Sylebra HK and Daniel Patrick Gibson (Gibson) owns more than 100% of the Class A shares of Sylebra Cayman and 100% of the share capital of Sylebra US. Gibson is a founder and Chief Investment Officer of Sylebra Cayman. In such capacities, Sylebra US, Sylebra HK, Sylebra Cayman and Gibson may be deemed to share voting and dispositive power over the shares of common stock of the Issuer held by SCP MF, MENLO MF, and other advisory clients. In such capacities, Sylebra US and Gibson may be deemed to share voting and dispositive power over the securities of the Issuer held by the Affiliated Investment Entities. (2) These securities are held by SCP MF, MENLO MF, and other advisory clients. Gibson is a member of the board of directors of the Issuer. Sylebra US, Sylebra HK, Sylebra Cayman and Gibson disclaim beneficial ownership of these securities, and this report shall not be deemed an admission that Sylebra US, Sylebra HK, Sylebra Cayman and Gibson are the beneficial owners of such securities, except to the extent of their pecuniary interest, if any, therein. (3) On June 15, 2026, the Affiliated Investment Entities sold to the Issuer an aggregate of USD50,000,000 principal amount of the Issuers 7.25 Green Convertible Senior Notes due 2030 in a privately negotiated transaction for aggregate cash consideration of USD52,500,000, plus accrued and unpaid interest, pursuant to a Repurchase Agreement among the Issuer and the selling holders. The Notes have a conversion rate of 67.4764 shares of Common Stock per USD1,000 principal amount (representing a conversion price of approximately USD14.82 per share), subject to adjustment as provided in the Indenture.

Key Figures

Principal repurchased: USD50,000,000 principal Cash consideration: USD52,500,000 Coupon rate: 7.25% +5 more

8 metrics

Principal repurchased USD50,000,000 principal 7.25% Green Convertible Senior Notes due 2030 sold to issuer

Cash consideration USD52,500,000 Aggregate cash paid by PureCycle to affiliated investment entities

Coupon rate 7.25% Interest rate on Green Convertible Senior Notes due 2030

Maturity date 2030-08-15 Expiration date for the 7.25% Green Convertible Senior Notes

Conversion rate 67.4764 shares per USD1,000 Common stock per USD1,000 principal amount of notes

Conversion price USD14.82 per share Implied from the stated conversion rate, subject to adjustment

Underlying shares 3,373,820 shares Common stock underlying the reported note position before disposition

Notes after transaction 0 notes reported Total 7.25% Green Convertible Senior Notes due 2030 held after deal

Key Terms

7.25% Green Convertible Senior Notes due 2030, Repurchase Agreement, conversion rate, conversion price, +2 more

6 terms

7.25% Green Convertible Senior Notes due 2030 financial

"On June 15, 2026, the Affiliated Investment Entities sold to the Issuer an aggregate of USD50,000,000 principal amount of the Issuers 7.25 Green Convertible Senior Notes due 2030"

Repurchase Agreement financial

"for aggregate cash consideration of USD52,500,000, plus accrued and unpaid interest, pursuant to a Repurchase Agreement among the Issuer and the selling holders"

A repurchase agreement is a short-term loan in which one party sells a financial security (often government bonds) to another with a promise to buy it back at a slightly higher price on a set future date. Think of it like a pawn-shop loan using safe securities as collateral; it matters to investors because these agreements are a core way banks and funds get quick cash, influence short-term interest rates, and create exposure to counterparty and liquidity risk.

conversion rate financial

"The Notes have a conversion rate of 67.4764 shares of Common Stock per USD1,000 principal amount"

Conversion rate is the proportion of items, people or contracts that take a desired action out of the total possible — for example the share of website visitors who make a purchase, or the number of convertible bonds that are exchanged for shares. Investors care because it measures how effectively a business or financial instrument turns opportunity into real outcomes, like sales or share issuance, which directly affects revenue, cash flow and ownership dilution.

conversion price financial

"representing a conversion price of approximately USD14.82 per share"

The conversion price is the fixed price at which a convertible security, like a bond or preferred stock, can be exchanged for shares of common stock. It acts like a set rate that determines how many shares an investor can receive if they choose to convert their investment. This helps investors understand the value and potential benefits of converting their securities into company shares.

beneficial ownership financial

"Sylebra US, Sylebra HK, Sylebra Cayman and Gibson disclaim beneficial ownership of these 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.

dispositive power financial

"may be deemed to share voting and dispositive power over the shares of common stock of the Issuer"

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.

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Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED 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).

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^*

SYLEBRA CAPITAL LLC

(Last) (First) (Middle)

3000 EL CAMINO REAL BUILDING 5 SUITE 450

(Street)

PALO ALTO CALIFORNIA 94306

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
PureCycle Technologies, Inc. [ PCT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
7.25% Green Convertible Senior Notes due 2030	$14.82	06/15/2026	06/15/2026	D			$50,000,000	08/24/2023	08/15/2030	Common Stock	3,373,820	$1,050	0	I	See Footnotes (1) and (2)(1)(2)(3)

Explanation of Responses:

1. (1) Sylebra Capital LLC (Sylebra US) and Sylebra Capital Limited (Sylebra HK) are the investment sub-advisers to Sylebra Capital Partners Master Fund, Ltd. (SCPMF), Sylebra Capital Menlo Master Fund (MENLO MF), and other advisory clients. Sylebra Capital Management (Sylebra Cayman) is the investment manager and parent of Sylebra HK. Sylebra Cayman owns 100% of the shares of Sylebra HK and Daniel Patrick Gibson (Gibson) owns more than 100% of the Class A shares of Sylebra Cayman and 100% of the share capital of Sylebra US. Gibson is a founder and Chief Investment Officer of Sylebra Cayman. In such capacities, Sylebra US, Sylebra HK, Sylebra Cayman and Gibson may be deemed to share voting and dispositive power over the shares of common stock of the Issuer held by SCP MF, MENLO MF, and other advisory clients. In such capacities, Sylebra US and Gibson may be deemed to share voting and dispositive power over the securities of the Issuer held by the Affiliated Investment Entities.

2. (2) These securities are held by SCP MF, MENLO MF, and other advisory clients. Gibson is a member of the board of directors of the Issuer. Sylebra US, Sylebra HK, Sylebra Cayman and Gibson disclaim beneficial ownership of these securities, and this report shall not be deemed an admission that Sylebra US, Sylebra HK, Sylebra Cayman and Gibson are the beneficial owners of such securities, except to the extent of their pecuniary interest, if any, therein.

3. (3) On June 15, 2026, the Affiliated Investment Entities sold to the Issuer an aggregate of USD50,000,000 principal amount of the Issuers 7.25 Green Convertible Senior Notes due 2030 in a privately negotiated transaction for aggregate cash consideration of USD52,500,000, plus accrued and unpaid interest, pursuant to a Repurchase Agreement among the Issuer and the selling holders. The Notes have a conversion rate of 67.4764 shares of Common Stock per USD1,000 principal amount (representing a conversion price of approximately USD14.82 per share), subject to adjustment as provided in the Indenture.

	Matthew Whitehead	06/16/2026
	** Signature of Reporting Person	Date
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)

FAQ

What insider transaction did Sylebra-related entities report for PureCycle Technologies (PCT)?

Affiliated investment entities advised by Sylebra reported disposing of PureCycle’s 7.25% Green Convertible Senior Notes due 2030. They sold notes with USD50,000,000 principal back to PureCycle under a Repurchase Agreement for cash consideration and related interest.

What was the size of the PureCycle (PCT) note repurchase involving Sylebra-affiliated entities?

PureCycle repurchased an aggregate USD50,000,000 principal amount of its 7.25% Green Convertible Senior Notes due 2030. The affiliated investment entities received aggregate cash consideration of USD52,500,000, plus accrued and unpaid interest, in this privately negotiated transaction.

What price did PureCycle pay Sylebra-affiliated entities for the repurchased notes?

PureCycle paid aggregate cash consideration of USD52,500,000 for USD50,000,000 principal of its 7.25% Green Convertible Senior Notes. This payment was made in a privately negotiated deal and was in addition to accrued and unpaid interest owed on the notes.

What is the conversion rate and implied conversion price of PureCycle’s 7.25% Green Convertible Senior Notes?

The notes carry a conversion rate of 67.4764 shares of PureCycle common stock per USD1,000 principal. This corresponds to a conversion price of approximately USD14.82 per share, subject to adjustment under terms set out in the governing Indenture.

Who actually held the PureCycle notes involved in the Sylebra Form 4 filing?

The notes were held by Sylebra Capital Partners Master Fund, Ltd., Sylebra Capital Menlo Master Fund, and other advisory clients. Sylebra entities and Daniel Patrick Gibson may share voting and dispositive power but disclaim beneficial ownership beyond any pecuniary interest.

Did Sylebra Capital LLC retain any of these specific PureCycle notes after the transaction?

According to the reported data, the total number of these 7.25% Green Convertible Senior Notes due 2030 shown as held after the transaction is zero. The filing does not show a remaining position in this specific note issue for the reporting structure.