Business Context and Reporting Period
This Form 8-K Current Report was filed by Paymentus Holdings, Inc. on July 22, 2026. The report addresses corporate governance changes, specifically the resignation of a director and the subsequent appointment of a new director to the Board of Directors.
Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on personnel changes and does not contain financial performance data.
Material Changes
- Resignation: Adam Malinowski resigned from the Board of Directors, effective July 23, 2026. The resignation was not the result of any disagreement with the Company regarding operations, policies, or practices.
- Appointment: Gregory Williams was elected to the Board of Directors on July 23, 2026, to fill the vacancy created by Mr. Malinowski's resignation.
- Term and Independence: Mr. Williams serves as a Class II director with a term expiring at the 2029 Annual Meeting of Stockholders. The Board determined he meets the independence requirements of the New York Stock Exchange.
Guidance, Outlook, and Management Commentary
Management Commentary: The Board selected Mr. Williams based on his experience in corporate strategy, finance, business transactions, and technology investments, noting his role as a Managing Director at Accel-KKR ("AKKR") since 2009.
Compensation: Consistent with practices for other AKKR-nominated directors, Mr. Williams is not expected to receive cash retainer fees or equity awards for his service.
Risks and Contingencies: No specific risks or contingencies were disclosed in this filing. The appointment was made pursuant to nomination rights granted to AKKR under a Stockholders Agreement dated May 24, 2021.
Key Facts for Investor Verification
- Verify the specific ownership thresholds in the Stockholders Agreement (Exhibit 10.13 to the 2026 10-K) that grant AKKR nomination rights.
- Confirm that Mr. Williams has no undisclosed related party transactions as stated in the filing.
- Note that Mr. Williams is not expected to be appointed to any Board committees at this time.
- Review the standard Director and Officer Indemnification Agreement (Exhibit 10.1 to the 2026 10-K) to understand the scope of indemnification provided to Mr. Williams.