Major backer of Remitly (RELY) sells 12M shares, falls below 10%

Rhea-AI Filing Summary

Remitly Global, Inc. large shareholder PayU Fintech Investments B.V., which is controlled by Prosus N.V. and Naspers Ltd, reported an open-market sale of 12,000,000 shares of common stock at $15.98 per share. After this sale, the reporting group still indirectly holds 13,441,745 shares. The reporting persons indicate they will cease to be 10% holders, signaling a significant reduction in their ownership stake.

Insights

Equity ownership & governance analyst

Large Prosus/Naspers-linked holder sells 12M Remitly shares, cutting stake below 10%.

A major shareholder group associated with Prosus and Naspers, via PayU Fintech Investments B.V., sold 12,000,000 shares of Remitly common stock in an open-market transaction at $15.98 per share. This is a sizable secondary sale by an existing holder, not new share issuance by the company.

Following the sale, the group still indirectly owns 13,441,745 shares, but notes it will cease to be a 10% holder. Stepping below this threshold can reduce reporting and governance influence. Actual market impact depends on how quickly the market absorbs these shares and any future disposition decisions.

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

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X

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^*

NASPERS LTD

(Last) (First) (Middle)

NASPERS CENTRE

PO BOX 2271

(Street)

CAPE TOWN T3 8000

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Remitly Global, Inc. [ RELY ]

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

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			Will cease to be 10% holder

3. Date of Earliest Transaction (Month/Day/Year)
03/12/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

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
Common Stock	03/12/2026		S		12,000,000	D	$15.98	13,441,745	I	See Footnotes(1)(2)

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

1. Name and Address of Reporting Person^*

NASPERS LTD

(Last) (First) (Middle)

NASPERS CENTRE

PO BOX 2271

(Street)

CAPE TOWN T3 8000

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			Will cease to be 10% holder

1. Name and Address of Reporting Person^*

PayU Fintech Investments B.V.

(Last) (First) (Middle)

GUSTAV MAHLERPLEIN 5

(Street)

AMSTERDAM P7 1082 MS

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			Will cease to be 10% holder

1. Name and Address of Reporting Person^*

Prosus N.V.

(Last) (First) (Middle)

SYMPHONY OFFICES

GUSTAV MAHLERPLEIN 5

(Street)

AMSTERDAM P7 1082 MS

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			Will cease to be 10% holder

Explanation of Responses:

1. Represents shares directly held by PayU Fintech Investments B.V. ("PayU") and indirectly held by Prosus N.V. ("Prosus") and Naspers Ltd ("Naspers"). PayU is a wholly owned subsidiary of MIH Fintech Holdings B.V., which in turn is a wholly owned subsidiary of MIH e-Commerce Holdings B.V., which in turn is a wholly owned subsidiary of MIH Internet Holdings B.V., which is in turn a wholly owned subsidiary of Prosus, which is a majority-owned subsidiary of Naspers. PayU is controlled by Prosus and Naspers, which share voting and dispositive control over the shares held by PayU.

2. Naspers employs a differential voting structure involving two South African entities, Naspers Beleggings (RF) Beperk ("Nasbel") and Keeromstraat 30 Beleggings (RF) Beperk ("Keerom"), the sole remit of which is to protect the continued independence of Naspers. Each of Nasbel and Keerom disclaims beneficial ownership of all shares of Common Stock owned by the Reporting Persons, except to the extent of their respective pecuniary interest therein.

	/s/ Nico Marais, Naspers Limited	03/12/2026
	/s/ Nico Marais, Prosus N.V.	03/12/2026
	/s/ Franka Olbers, PayU Fintech Investments B.V.	03/12/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What did Prosus- and Naspers-linked entities do in Remitly (RELY) stock?

Entities linked to Prosus N.V. and Naspers Ltd, through PayU Fintech Investments B.V., sold 12,000,000 shares of Remitly common stock. The sale was executed as an open-market or private transaction at $15.98 per share, reducing their overall ownership stake.

How many Remitly (RELY) shares did PayU sell and at what price?

PayU Fintech Investments B.V. reported selling 12,000,000 shares of Remitly common stock. The transaction price was $15.98 per share, indicating a large secondary sale by an existing shareholder rather than new shares issued by Remitly itself.

How many Remitly (RELY) shares do the reporting persons still own after this sale?

After the transaction, the reporting group still indirectly owns 13,441,745 shares of Remitly common stock. These shares are directly held by PayU Fintech Investments B.V. and indirectly controlled through Prosus N.V. and Naspers Ltd via a chain of wholly owned subsidiaries.

Who actually holds the Remitly (RELY) shares sold in this Form 4 filing?

The shares are directly held by PayU Fintech Investments B.V. and indirectly by Prosus N.V. and Naspers Ltd. PayU is a wholly owned subsidiary within a chain of MIH and Prosus entities, with Prosus and Naspers sharing voting and dispositive control.

Will Prosus and Naspers remain 10% owners of Remitly (RELY) after this transaction?

The reporting persons state they "will cease to be 10% holder" following the sale. This indicates their ownership percentage in Remitly common stock will drop below the 10% threshold, which can change their reporting obligations and perceived influence as major shareholders.

Does this Remitly (RELY) Form 4 involve derivatives or only common stock?

The reported transaction involves common stock only. The filing shows a non-derivative open-market sale of 12,000,000 common shares and lists no remaining derivative positions, indicating this specific action is purely in the underlying equity, not options or other derivatives.