D. E. Shaw reports 3.99M shares (5.2%) of PagerDuty

PagerDuty, Inc. reporting persons D. E. Shaw & Co., L.P. and David E. Shaw state beneficial ownership of 3,985,100 shares of common stock, representing 5.2% of the class.

Rhea-AI Filing Summary

PagerDuty, Inc. reporting persons D. E. Shaw & Co., L.P. and David E. Shaw state beneficial ownership of 3,985,100 shares of common stock, representing 5.2% of the class. The filing shows shared voting power of 3,909,400 shares and shared dispositive power of 3,985,100 shares. David E. Shaw disclaims beneficial ownership of the shares described and the signing exhibits include a power of attorney and a joint filing agreement.

Insights

Institutional Ownership Analyst

Large passive holding disclosed: D. E. Shaw group holds 3,985,100 shares (5.2%).

D. E. Shaw & Co., L.P. reports beneficial ownership of 3,985,100 shares, with shared voting power of 3,909,400 shares. The filing attributes ownership via affiliated portfolios and management entities and includes formal disclaimers by David E. Shaw.

Holder structure relies on multiple affiliated LLCs and management relationships; cash‑flow treatment or intentions for the position are not stated in the excerpt. Subsequent filings would show changes in position size.

Key Figures

Beneficial ownership: 3,985,100 shares Percent of class: 5.2% Shared voting power: 3,909,400 shares

3 metrics

Beneficial ownership 3,985,100 shares reported in Schedule 13G

Percent of class 5.2% percent of outstanding common stock

Shared voting power 3,909,400 shares shared power to vote as disclosed

Key Terms

beneficial ownership, shared dispositive power, Schedule 13G

3 terms

beneficial ownership regulatory

"Amount beneficially owned: D. E. Shaw & Co., L.P.: 3,985,100 shares"

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.

shared dispositive power regulatory

"shared power to dispose or direct the disposition of: 3,985,100 shares"

Schedule 13G regulatory

"Item 1. (a) Name of issuer: PagerDuty, Inc."

A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What stake does D. E. Shaw hold in PagerDuty (PD)?

D. E. Shaw & Co., L.P. reports beneficial ownership of 3,985,100 shares, equal to 5.2% of PagerDuty's common stock. The total combines positions across affiliated portfolios and management entities named in the filing.

How many shares does D. E. Shaw have voting power over at PD?

The filing shows shared voting power over 3,909,400 shares. Voting authority arises from the reporting persons' roles across affiliated LLCs and investment management entities described in the filing.

Does David E. Shaw personally own the reported PD shares?

The filing states David E. Shaw does not own shares directly and formally disclaims beneficial ownership of the 3,985,100 shares, attributing power through affiliated entities and management positions.

When was the Schedule 13G filing signed for PD?

Signatures on the filing are dated 05/12/2026. Exhibits referenced include a power of attorney dated August 1, 2024 and a joint filing agreement dated May 12, 2026.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/12/2026 - 04:01 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

PagerDuty, Inc.

(Name of Issuer)

Common Stock, par value $0.000005 per share

(Title of Class of Securities)

69553P100

(CUSIP Number)

05/05/2026

(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)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 69553P100

1

Names of Reporting Persons

D. E. Shaw & Co., L.P.

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 3,909,400.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 3,985,100.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

3,985,100.00

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)

5.2 %

12

Type of Reporting Person (See Instructions)

IA, PN

SCHEDULE 13G

CUSIP Number(s): 69553P100

1

Names of Reporting Persons

David E. Shaw

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 3,909,400.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 3,985,100.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

3,985,100.00

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)

5.2 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: PagerDuty, Inc.
(b)	Address of issuer's principal executive offices: 600 Townsend St., Suite 200, San Francisco, CA 94103
Item 2.
(a)	Name of person filing: D. E. Shaw & Co., L.P. David E. Shaw
(b)	Address or principal business office or, if none, residence: The business address for each reporting person is: Two Manhattan West 375 Ninth Avenue, 52nd Floor New York, NY 10001
(c)	Citizenship: D. E. Shaw & Co., L.P. is a limited partnership organized under the laws of the state of Delaware. David E. Shaw is a citizen of the United States of America.
(d)	Title of class of securities: Common Stock, par value $0.000005 per share
(e)	CUSIP Number(s): 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: D. E. Shaw & Co., L.P.: 3,985,100 shares This is composed of (i) 1,802,452 shares in the name of D. E. Shaw Valence Portfolios, L.L.C., (ii) 832,456 shares in the name of D. E. Shaw Oculus Portfolios, L.L.C., (iii) 69,900 shares in the name of D. E. Shaw Composite Portfolios, L.L.C., and (iv) 1,280,292 shares under the management of D. E. Shaw Investment Management, L.L.C. David E. Shaw: 3,985,100 shares This is composed of (i) 1,802,452 shares in the name of D. E. Shaw Valence Portfolios, L.L.C., (ii) 832,456 shares in the name of D. E. Shaw Oculus Portfolios, L.L.C., (iii) 69,900 shares in the name of D. E. Shaw Composite Portfolios, L.L.C., and (iv) 1,280,292 shares under the management of D. E. Shaw Investment Management, L.L.C. David E. Shaw does not own any shares directly. By virtue of David E. Shaw's position as President and sole shareholder of D. E. Shaw & Co., Inc., which is the general partner of D. E. Shaw & Co., L.P., which in turn is the investment adviser of D. E. Shaw Valence Portfolios, L.L.C., D. E. Shaw Oculus Portfolios, L.L.C., and D. E. Shaw Composite Portfolios, L.L.C. and the managing member of D. E. Shaw Investment Management, L.L.C., and by virtue of David E. Shaw's position as President and sole shareholder of D. E. Shaw & Co. II, Inc., which is the managing member of D. E. Shaw & Co., L.L.C., which in turn is the manager of D. E. Shaw Valence Portfolios, L.L.C., D. E. Shaw Oculus Portfolios, L.L.C., and D. E. Shaw Composite Portfolios, L.L.C., David E. Shaw may be deemed to have the shared power to vote or direct the vote of 3,909,400 shares and the shared power to dispose or direct the disposition of 3,985,100 shares, the 3,985,100 shares as described above constituting 5.2% of the outstanding shares, and, therefore, David E. Shaw may be deemed to be the beneficial owner of such shares. David E. Shaw disclaims beneficial ownership of such 3,985,100 shares.
(b)	Percent of class: D. E. Shaw & Co., L.P.: 5.2% David E. Shaw: 5.2%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: D. E. Shaw & Co., L.P.: 0 shares David E. Shaw: 0 shares
	(ii) Shared power to vote or to direct the vote: D. E. Shaw & Co., L.P.: 3,909,400 shares David E. Shaw: 3,909,400 shares
	(iii) Sole power to dispose or to direct the disposition of: D. E. Shaw & Co., L.P.: 0 shares David E. Shaw: 0 shares
	(iv) Shared power to dispose or to direct the disposition of: D. E. Shaw & Co., L.P.: 3,985,100 shares David E. Shaw: 3,985,100 shares
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:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above 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.

D. E. Shaw & Co., L.P.

Signature:	/s/ Daniel R. Marcus
Name/Title:	Daniel R. Marcus / Chief Compliance Officer
Date:	05/12/2026

David E. Shaw

Signature:	/s/ Daniel R. Marcus
Name/Title:	Daniel R. Marcus / Attorney-in-Fact for David E. Shaw
Date:	05/12/2026

Comments accompanying signature: Exhibit 1: Power of Attorney, granted by David E. Shaw relating to D. E. Shaw & Co., Inc., in favor of the signatories hereto, among others, dated August 1, 2024.

Exhibit Information

Exhibit 2: Joint Filing Agreement, by and among the Reporting Persons, dated May 12, 2026.