Cathie Wood’s ARK Files 13G, Holding Over 8.6M PagerDuty Shares

Rhea-AI Filing Summary

In Amendment No. 8 to its Schedule 13G, ARK Investment Management LLC and its founder Catherine D. Wood report a 9.33 % passive stake in PagerDuty, Inc. (PD) as of 30 June 2025. The filing discloses 8,602,635 common shares beneficially owned. ARK has sole voting power over 8,026,496 shares and shared voting power over 191,865 shares; it retains sole dispositive power for the full 8.6 million-share position. Wood, as control person, shares voting authority over 8,218,361 shares and shares dispositive authority over the entire holding.

The position surpasses the 5 % threshold that mandates a 13G filing, indicating material institutional ownership but is certified as being held in the ordinary course of business with no intent to influence control. No ARK client other than the ARK Innovation ETF owns more than 5 % of the class. The amendment updates ownership levels only; it provides no transaction dates, pricing data or comparative changes versus prior amendments.

Positive

• ARK Investment Management and Catherine D. Wood hold 9.33 % of PagerDuty’s outstanding shares, indicating significant institutional confidence and visibility.

Negative

• None.

Insights

Securities Analyst

TL;DR: ARK discloses 9.33 % PD stake—signals strong institutional interest without activist intent.

ARK’s 8.6 million-share holding is sizeable for a mid-cap SaaS name like PagerDuty, representing meaningful float concentration that could enhance trading liquidity and index inclusion prospects. Because the filing is on Schedule 13G (not 13D), it confirms the position is passive, reducing the probability of governance disruption while still conveying confidence from a high-profile innovation investor. The disclosure is moderately positive for sentiment and may draw incremental buy-side attention, but it does not alter fundamentals or guidance.

Corporate Governance Expert

TL;DR: Passive filing limits governance impact; ownership concentration remains noteworthy.

Although Wood controls over 9 % of outstanding shares, the certification of a passive intent curtails immediate governance implications—no board nominations, proxy fights or control efforts are contemplated. Nonetheless, a single adviser holding near 10 % can sway shareholder votes on routine matters and amplify any future shift to an active stance. Investors should monitor subsequent amendments for rapid size changes or a switch to Schedule 13D.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 8)

PagerDuty, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

69553P100

(CUSIP Number)

06/30/2025

(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. 69553P100

1

Names of Reporting Persons

ARK Investment Management 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 8,026,496.00
6	Shared Voting Power 191,865.00
7	Sole Dispositive Power 8,602,635.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

8,602,635.00

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)

9.33 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

CUSIP No. 69553P100

1

Names of Reporting Persons

Catherine D. Wood

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 8,218,361.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 8,602,635.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

8,602,635.00

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)

9.33 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: PagerDuty, Inc.
(b)	Address of issuer's principal executive offices: 600 Townsend Street #200, San Francisco, CA, 94103
Item 2.
(a)	Name of person filing: (i) ARK Investment Management LLC ("ARK") (ii) Catherine D. Wood
(b)	Address or principal business office or, if none, residence: ARK and Catherine D. Wood: 200 Central Avenue, St. Petersburg, FL 33701
(c)	Citizenship: (i) ARK: Delaware (ii) Catherine D. Wood: United States
(d)	Title of class of securities: Common Stock
(e)	CUSIP No.: 69553P100
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: ARK and Catherine D. Wood: 8,602,635
(b)	Percent of class: ARK and Catherine D. Wood: 9.33
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: (i) ARK: 8,026,496 (ii) Catherine D. Wood: 0
	(ii) Shared power to vote or to direct the vote: (i) ARK: 191,865 (ii) Catherine D. Wood: 8,218,361
	(iii) Sole power to dispose or to direct the disposition of: (i) ARK: 8,602,635 (ii) Catherine D. Wood: 0
	(iv) Shared power to dispose or to direct the disposition of: (i) ARK: 0 (ii) Catherine D. Wood: 8,602,635
Item 5.	Ownership of 5 Percent or Less of a Class.
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. No client of ARK Investment Management LLC currently has an interest in the securities reported herein in excess of 5 percent except ARK Innovation ETF, a series of a Delaware statutory trust.
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:

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.

ARK Investment Management LLC

Signature:	/s/ Kellen Carter
Name/Title:	Kellen Carter, Chief Compliance Officer
Date:	07/30/2025

Catherine D. Wood

Signature:	/s/ Catherine D. Wood
Name/Title:	Catherine D. Wood, Chief Executive Officer, Chief Investment Officer
Date:	07/30/2025

FAQ

How many PagerDuty (PD) shares does ARK Investment Management report owning?

The filing lists 8,602,635 common shares beneficially owned as of 30 June 2025.

What percentage of PagerDuty’s outstanding stock does this represent?

ARK and Catherine D. Wood together hold 9.33 % of the common stock.

Does ARK have sole voting power over all of its PD shares?

No. ARK has sole voting power over 8,026,496 shares and shared voting power over 191,865 shares.

Which ARK vehicle individually exceeds 5 % ownership in PD?

Only the ARK Innovation ETF is identified as potentially holding more than 5 %.

Is the filing passive or activist in nature?

It is a Schedule 13G filing, certified as passive with no intent to influence control.