[SCHEDULE 13G/A] Remitly Global, Inc. SEC Filing

Rhea-AI Filing Summary

PayU Fintech Investments B.V., Prosus N.V. and Naspers Limited jointly report beneficial ownership of 25,441,745 shares of Remitly Global, Inc. common stock, representing 12.3% of the class based on 206,193,217 shares outstanding. PayU directly holds the shares and Prosus and Naspers hold them indirectly through a chain of wholly owned subsidiaries.

The filing shows no sole voting or dispositive power; all 25,441,745 shares are reported as shared voting and shared dispositive power. A joint filing agreement is attached, documenting the coordinated ownership and control relationships among the Reporting Persons.

Positive

• Material disclosed stake: Reporting Persons beneficially own 25,441,745 shares, representing 12.3% of the class.
• Clear ownership chain: PayU directly holds the shares and the filing documents the subsidiary structure linking PayU to Prosus and Naspers, improving transparency.

Negative

• No sole control: Sole voting and dispositive power are reported as 0, indicating no unilateral control by any single Reporting Person.
• Complex control structure: The multi-tier subsidiary chain may complicate direct accountability and makes the ultimate decision-making path less direct for investors to trace.

Insights

Financial Analyst

TL;DR: A material 12.3% stake is disclosed, signalling a significant coordinated position without unilateral control.

The Schedule 13G/A reports 25,441,745 shares (12.3%) held by PayU/Prosus/Naspers, with 0 shares of sole voting or dispositive power and 25,441,745 shares of shared voting and dispositive power. For investors, the size of the stake is material relative to the outstanding base of 206,193,217 shares and should be considered when assessing shareholder composition. The filing documents a clear ownership chain: PayU directly holds the shares and is controlled through a series of wholly owned subsidiaries by Prosus and ultimately Naspers.

Corporate Governance Expert

TL;DR: Joint filing and shared powers indicate coordinated influence; the reporting structure clarifies control paths but shows no single-party control.

The disclosure explicitly records shared voting and shared dispositive power for 25,441,745 shares, with 0 sole voting or dispositive power, and references a joint filing agreement as an exhibit. The detailed subsidiary chain from PayU to Prosus and Naspers is documented, which is important for understanding which entities exercise influence. This filing enhances transparency about governance relationships but does not report actions that change board composition or governance terms.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

Remitly Global, Inc.

(Name of Issuer)

Common Stock, par value $0.0001 per share

(Title of Class of Securities)

75960P104

(CUSIP Number)

05/14/2025

(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. 75960P104

1

Names of Reporting Persons

PayU Fintech Investments B.V.

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

NETHERLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 25,441,745.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 25,441,745.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

25,441,745.00

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)

12.3 %

12

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person: Note to Rows 6, 8 & 9: Represents Shares (as defined below) directly held by PayU Fintech Investments B.V. (PayU) and indirectly held by Prosus N.V. (Prosus) and Naspers Ltd. (Naspers), which are, together, significant stockholders of the Issuer. PayU is a 100% subsidiary of MIH Fintech Holdings B.V., which is a 100% subsidiary of MIH e-Commerce Holdings B.V., which is a 100% subsidiary of MIH Internet Holdings B.V., which is a 100% subsidiary of Prosus, which is a majority-owned subsidiary of Naspers. Prosus and Naspers control PayU and share voting and dispositive control over the Shares. Naspers employs a differential voting structure involving two South African entities, Naspers Beleggings (RF) Beperk and Keeromstraat 30 Beleggings (RF) Beperk, the sole remit of which is to protect the continued independence of Naspers Limited. Each of the foregoing two entities disclaims beneficial ownership of all Shares, except to the extent of their respective pecuniary interests therein. Note to Row 11: The percentage ownership is based on 206,193,217 shares outstanding as of August 4, 2025, as reported in the Issuer's (as defined below) Quarterly Report on Form 10-Q, as filed with the Securities and Exchange Commission on August 6, 2025.

SCHEDULE 13G

CUSIP No. 75960P104

1

Names of Reporting Persons

NASPERS LIMITED

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

SOUTH AFRICA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 25,441,745.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 25,441,745.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

25,441,745.00

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)

12.3 %

12

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person: Note to Rows 6, 8 & 9: Represents Shares (as defined below) directly held by PayU Fintech Investments B.V. (PayU) and indirectly held by Prosus N.V. (Prosus) and Naspers Ltd. (Naspers), which are, together, significant stockholders of the Issuer. PayU is a 100% subsidiary of MIH Fintech Holdings B.V., which is a 100% subsidiary of MIH e-Commerce Holdings B.V., which is a 100% subsidiary of MIH Internet Holdings B.V., which is a 100% subsidiary of Prosus, which is a majority-owned subsidiary of Naspers. Prosus and Naspers control PayU and share voting and dispositive control over the Shares. Naspers employs a differential voting structure involving two South African entities, Naspers Beleggings (RF) Beperk and Keeromstraat 30 Beleggings (RF) Beperk, the sole remit of which is to protect the continued independence of Naspers Limited. Each of the foregoing two entities disclaims beneficial ownership of all Shares, except to the extent of their respective pecuniary interests therein. Note to Row 11: The percentage ownership is based on 206,193,217 shares outstanding as of August 4, 2025, as reported in the Issuer's (as defined below) Quarterly Report on Form 10-Q, as filed with the Securities and Exchange Commission on August 6, 2025.

SCHEDULE 13G

CUSIP No. 75960P104

1

Names of Reporting Persons

PROSUS N.V.

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

NETHERLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 25,441,745.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 25,441,745.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

25,441,745.00

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)

12.3 %

12

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person: Note to Rows 6, 8 & 9: Represents Shares (as defined below) directly held by PayU Fintech Investments B.V. (PayU) and indirectly held by Prosus N.V. (Prosus) and Naspers Ltd. (Naspers), which are, together, significant stockholders of the Issuer. PayU is a 100% subsidiary of MIH Fintech Holdings B.V., which is a 100% subsidiary of MIH e-Commerce Holdings B.V., which is a 100% subsidiary of MIH Internet Holdings B.V., which is a 100% subsidiary of Prosus, which is a majority-owned subsidiary of Naspers. Prosus and Naspers control PayU and share voting and dispositive control over the Shares. Naspers employs a differential voting structure involving two South African entities, Naspers Beleggings (RF) Beperk and Keeromstraat 30 Beleggings (RF) Beperk, the sole remit of which is to protect the continued independence of Naspers Limited. Each of the foregoing two entities disclaims beneficial ownership of all Shares, except to the extent of their respective pecuniary interests therein. Note to Row 11: The percentage ownership is based on 206,193,217 shares outstanding as of August 4, 2025, as reported in the Issuer's (as defined below) Quarterly Report on Form 10-Q, as filed with the Securities and Exchange Commission on August 6, 2025.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Remitly Global, Inc.
(b)	Address of issuer's principal executive offices: 1111 Third Avenue, Suite 2100, Seattle, Washington, 98101
Item 2.
(a)	Name of person filing: This Schedule is jointly filed by PayU Fintech Investments B.V., a private limited liability company organized under the laws of the Netherlands ("PayU"), Prosus N.V., a public limited liability company incorporated under the laws of the Netherlands ("Prosus") and Naspers Limited, a public limited liability company organized under the laws of the Republic of South Africa ("Naspers"). The foregoing entities are collectively referred to as the "Reporting Persons."
(b)	Address or principal business office or, if none, residence: PayU Fintech Investments B.V. Symphony Offices Gustav Mahlerplein 5 Amsterdam, 1082 MS The Netherlands Naspers Limited Media24 Centre 40, Heerengracht Cape Town, 8001 South Africa Prosus N.V. Symphony Offices Gustav Mahlerplein 5 Amsterdam, 1082 MS The Netherlands
(c)	Citizenship: See Row 4 of cover page for each Reporting Person.
(d)	Title of class of securities: Common Stock, par value $0.0001 per share
(e)	CUSIP No.: 75960P104
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: The shares of the Issuer identified herein (Shares) are directly held by PayU Fintech Investments B.V. (PayU) and indirectly held by Prosus N.V. (Prosus) and Naspers Ltd. (Naspers), which are, together, significant stockholders of the Issuer. PayU is a 100% subsidiary of MIH Fintech Holdings B.V., which is a 100% subsidiary of MIH e-Commerce Holdings B.V., which is a 100% subsidiary of MIH Internet Holdings B.V., which is a 100% subsidiary of Prosus, which is a majority-owned subsidiary of Naspers. Prosus and Naspers control PayU and share voting and dispositive control over the Shares. Naspers employs a differential voting structure involving two South African entities, Naspers Beleggings (RF) Beperk and Keeromstraat 30 Beleggings (RF) Beperk, the sole remit of which is to protect the continued independence of Naspers Limited. Each of the foregoing two entities disclaims beneficial ownership of all Shares, except to the extent of their respective pecuniary interests therein. (a) Amount beneficially owned: See Row 9 of cover page for each Reporting Person.
(b)	Percent of class: See Row 11 of cover page for each Reporting Person.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: See Row 5 of cover page for each Reporting Person.
	(ii) Shared power to vote or to direct the vote: See Row 6 of cover page for each Reporting Person.
	(iii) Sole power to dispose or to direct the disposition of: See Row 7 of cover page for each Reporting Person.
	(iv) Shared power to dispose or to direct the disposition of: See Row 8 of cover page for each Reporting Person.
Item 5.	Ownership of 5 Percent or Less of a Class.
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.

PayU Fintech Investments B.V.

Signature:	/s/ Serge de Reus
Name/Title:	Serge de Reus/Authorized Representative
Date:	08/11/2025

NASPERS LIMITED

Signature:	/s/ Nico Marais
Name/Title:	Nico Marais/Authorized Representative
Date:	08/11/2025

PROSUS N.V.

Signature:	/s/ Nico Marais
Name/Title:	Nico Marais/Authorized Representative
Date:	08/11/2025

Exhibit Information

99.1 Joint Filing Agreement, dated as of February 10, 2022, by and among the Reporting Persons.

FAQ

How many Remitly (RELY) shares do PayU/Prosus/Naspers report owning?

They report beneficial ownership of 25,441,745 shares of Remitly common stock.

What percentage of Remitly does that ownership represent?

The reported holdings represent 12.3% of the class, based on 206,193,217 shares outstanding.

Who directly holds the reported shares?

PayU Fintech Investments B.V. directly holds the Shares; Prosus N.V. and Naspers Limited hold them indirectly through subsidiaries.

Do the Reporting Persons have sole voting or dispositive power over these shares?

No. The filing shows 0 shares of sole voting power and 0 shares of sole dispositive power; all 25,441,745 shares are reported as shared voting and shared dispositive power.

Is there an agreement documenting the joint filing?

Yes. The filing references a Joint Filing Agreement (Exhibit 99.1) among the Reporting Persons.

Where is Remitly's principal executive office listed in the filing?

The filing lists Remitly's principal executive offices at 1111 Third Avenue, Suite 2100, Seattle, Washington 98101.