Sec Form 3 Filing - PayU Fintech Investments B.V. @ Remitly Global, Inc. - 2021-09-22

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
PayU Fintech Investments B.V.
2. Issuer Name and Ticker or Trading Symbol
Remitly Global, Inc. [ RELY]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
GUSTAV MAHLERPLEIN 5
3. Date of Earliest Transaction (MM/DD/YY)
09/22/2021
(Street)
AMSTERDAM, P71082 MS
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 15,000 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Series Seed Prime Convertible Preferred Stock ( 3 ) ( 3 ) ( 3 ) Common Stock 71,621 I See Footnotes ( 1 ) ( 2 )
Series A Convertible Preferred Stock ( 3 ) ( 3 ) ( 3 ) Common Stock 1,262,230 I See Footnotes ( 1 ) ( 2 )
Series C Convertible Preferred Stock ( 3 ) ( 3 ) ( 3 ) Common Stock 1,616,743 I See Footnotes ( 1 ) ( 2 )
Series D Convertible Preferred Stock ( 3 ) ( 3 ) ( 3 ) Common Stock 26,375,481 I See Footnotes ( 1 ) ( 2 )
Series E Convertible Preferred Stock ( 3 ) ( 3 ) ( 3 ) Common Stock 1,678,810 I See Footnotes ( 1 ) ( 2 )
Series F Convertible Preferred Stock ( 3 ) ( 3 ) ( 3 ) Common Stock 5,740,465 I See Footnotes ( 1 ) ( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
PayU Fintech Investments B.V.
GUSTAV MAHLERPLEIN 5
AMSTERDAM, P71082 MS
X
Signatures
/s/ Serge de Reus, Director; PayU Fintech Investments B.V 09/22/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents shares directly held by PayU Fintech Investments B.V. ("PayU") and indirectly held by Prosus N.V. and Naspers Ltd. Prosus N.V. and Naspers Ltd. previously filed a Form 3 reporting beneficial ownership of these securities on September 22, 2021. This Form 3 is being filed to reflect that PayU, the direct holder of these securities, is a Reporting Person. PayU is a subsidiary of MIH Fintech Holdings B.V., which in turn is a subsidiary of MIH e-Commerce Holdings B.V., which in turn is a subsidiary of MIH Internet Holdings B.V., which is in turn a subsidiary of Prosus N.V., which is an indirect, majority-owned subsidiary of Naspers Ltd. PayU is controlled by Prosus N.V. and Naspers Ltd., which share voting and dispositive control over the shares held by PayU. Naspers Ltd. employs a differential voting structure involving two South African entities, Naspers Beleggings (RF) Beperk ("Nasbel") and Keeromstraat 30 Beleggings (RF) Beperk ("Keerom"),
( 2 )(Continued from footnote 1), the sole remit of which is to protect the continued independence of Naspers Ltd. 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. Laurent Le Moal, a member of board of directors of the Issuer, is the Chief Executive Officer of PayU, but has no voting or dispositive control over the shares held by PayU.
( 3 )The reported security is convertible into the Issuer's Common Stock on a 1-for-1 basis at any time at the holder's election and shall automatically convert into Common Stock immediately prior to the closing of the Issuer's initial public offering without payment of further consideration. The shares have no expiration date.

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