8-K

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 4, 2026

Paymentus Holdings, Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware	001-40429	45-3188251
(State or Other Jurisdiction<br>of Incorporation)	(Commission File Number)	(IRS Employer<br>Identification No.)
11605 North Community House Road<br><br>Suite 300
Charlotte, NC		28277
(Address of Principal Executive Offices)		(Zip Code)
(888) 440-4826<br><br>Registrant’s Telephone Number, Including Area Code:
---
Not Applicable
---

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading<br>Symbol(s)	Name of each exchange on which registered
Class A Common Stock, par value $0.0001 per share	PAY	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

☐

Item 2.02 Results of Operations and Financial Condition

On May 4, 2026, Paymentus Holdings, Inc. issued a press release reporting its financial results for the three months ended March 31, 2026. A copy of the press release is furnished as Exhibit 99.1 hereto and is incorporated by reference herein.

The information in Item 2.02 of this Current Report on Form 8-K, including the accompanying Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of Section 18. The information in Item 2.02 of this Current Report, including the accompanying Exhibit 99.1, shall not be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language contained in such filing.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit<br><br>Number	Description
99.1	Press release dated May 4, 2026
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

			PAYMENTUS HOLDINGS, INC.
Date:	May 4, 2026	By:	/s/ Sanjay Kalra
			Sanjay Kalra<br>Senior Vice President and Chief Financial Officer

EX-99.1

Paymentus Reports First Quarter 2026 Financial Results

Record revenue of $358.4 million, up 30.2% year-over-year

Contribution Profit up 25.2% year-over-year

Adjusted EBITDA up 41.5% year-over-year, reflecting a record 38.7% adjusted EBITDA margin

CHARLOTTE, North Carolina, May 4, 2026 -- Paymentus Holdings, Inc. (“Paymentus”) (NYSE: PAY), a leading provider of cloud-based bill payment technology and solutions, today announced its unaudited financial results for the quarter ended March 31, 2026.

“Paymentus had a very strong start to 2026 with record revenue in the first quarter up 30.2% year-over-year, reflecting increased billers and transactions. This helped drive contribution profit growth and adjusted EBITDA growth of 25.2% and 41.5% year-over-year, respectively. These results, combined with our strong bookings and backlog at quarter-end, support our positive outlook for 2026 and beyond,” said Dushyant Sharma, Founder and CEO.

First Quarter 2026 Financial and Business Highlights

• Revenue was $358.4 million, a year-over-year increase of 30.2%, driven largely by increased billers and transactions.
• Gross profit was $86.2 million, an increase of 30.6% year-over-year. Adjusted gross profit(1) was $92.4 million, up 27.3% year-over-year.
• Contribution profit(1) was $109.7 million, a year-over-year increase of 25.2%.
• Net income was $20.9 million, compared to $13.8 million in the prior period, and diluted GAAP earnings per share was $0.16, compared to $0.11 in the prior period.
• Non-GAAP net income(1, 2) was $26.9 million, compared to $17.6 million in the prior period, and diluted non-GAAP earnings per share(1, 2) was $0.21, compared to $0.14 in the prior period.
• Adjusted EBITDA(1) was $42.4 million, a 41.5% increase year-over-year, representing a 38.7% adjusted EBITDA margin(1).
• The Company processed 203.4 million transactions during the first quarter of 2026, an increase of 17.4% year-over-year.

(1) Descriptions of the non-GAAP financial measures adjusted gross profit, contribution profit, non-GAAP net income, non-GAAP earnings per share, adjusted EBITDA, and adjusted EBITDA margin are provided below under “Use and Definitions of Non-GAAP Financial Measures,” and reconciliations are provided in the tables at the end of this release.

(2) Non-GAAP net income and Non-GAAP earnings per share are adjusted for an assumed provision for income taxes based on our long-term projected non-GAAP tax rate of 25%. See “Use and Definitions of Non-GAAP Financial Measures” below for additional information regarding Non-GAAP net income and Non-GAAP earnings per share.

Financial Guidance

The statements in this section are forward-looking statements. For additional information regarding the use and limitations of such statements, refer to “Forward-Looking Statements” below and the “Risk Factors” section of Paymentus’ most recent Form 10-K for the fiscal year ended December 31, 2025, filed with the Securities and Exchange Commission, or SEC, on February 24, 2026.

	Second Quarter 2026	Fiscal Year 2026
Revenue	$340 million to $350 million	$1,425 million to $1,440 million
Contribution Profit	$108 million to $111 million	$450 million to $457 million
Adjusted EBITDA	$38 million to $40 million	$165 million to $172 million

Paymentus does not reconcile its forward-looking guidance for non-GAAP measures because certain financial information, the probable significance of which cannot be determined, is not available and cannot be reasonably estimated due to potential variability, complexity and uncertainty as to the items that would be excluded from the GAAP measure in the relevant future period. Refer to “Use of Forward-Looking Non-GAAP Measures” below for additional explanation.

Conference Call Information

In conjunction with this announcement, Paymentus will host a conference call for investors today at 5:00 p.m. ET (2:00 p.m. PT) to discuss first quarter 2026 results and its financial guidance for the remainder of 2026. The live webcast and replay will be available at the Investor Relations section of Paymentus’ website at ir.paymentus.com or click here. To participate via telephone, please register in advance using this link: https://register-conf.media-server.com/register/BIa78f3d0ea0fc4bc38948317a4508c430.

Upon registration, telephone participants will receive a confirmation email detailing how to join the audio version of the webcast, including the dial-in number and a unique registrant ID. A replay of the webcast will be available for one year following its conclusion and accessible on the Paymentus website.

About Paymentus

Paymentus is a leading provider of cloud-based bill payment technology and solutions for billers and financial institutions across North America. Our omni-channel platform provides consumers with easy-to-use, flexible and secure electronic bill payment experiences through their preferred payment channel and type. Paymentus’ proprietary Instant Payment NetworkTM, or IPN, extends our reach by connecting our IPN partners’ platforms and tens of thousands of billers to our integrated billing, payment and reconciliation capabilities. For more information, please visit www.paymentus.com.

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical or current fact included in this press release are forward-looking statements, including but not limited to statements regarding bookings, backlog and pipeline, visibility into 2026 and beyond, our ability to deliver near and longer-term growth and strategic objectives, future financial performance and our second quarter and full year 2026 financial guidance. Forward-looking statements include statements containing words such as “expect,” “anticipate,” “believe,” “project,” “will” and similar expressions intended to identify forward-looking statements.

These forward-looking statements are based on our current expectations. Forward-looking statements involve risks and uncertainties. Our actual results and the timing of events could differ materially from those anticipated in such forward-looking statements as a result of these risks and uncertainties, which include, without limitation, risks related to our ability to effectively manage our growth and expand our operations, including into new channels and industry verticals across different markets; our ability to expand and retain our biller, financial institution, partner and consumer base; our ability to timely implement new bookings and recognize anticipated revenue therefrom; our ability to manage economic challenges, including inflation; the impact of future widespread health issues on our operating results, liquidity and financial condition and on our employees, billers, financial institutions, partners, consumers and other key stakeholders; our ability to remain competitive; our ability to develop new product features and enhance our platform and brand; our use of artificial intelligence and machine learning; our future acquisitions and strategic investments; our ability to hire and retain experienced and talented employees; the impact of any cybersecurity incidents; the impact of evolving regulations and our ability to maintain regulatory compliance; and other risks and uncertainties included under the caption “Risk Factors” and elsewhere in our filings with the SEC, including, without limitation, our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on February 24, 2026, and our Quarterly Report on Form 10-Q for the quarter ended March 31, 2026, which we expect to file with the SEC shortly after the date of this release. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release.

All forward-looking statements are qualified in their entirety by this cautionary statement, and we undertake no obligation to revise or update any forward-looking statements to reflect events or circumstances after the date hereof.

Use of Forward-Looking Non-GAAP Measures

We do not meaningfully reconcile guidance for adjusted EBITDA and adjusted EBITDA margin because we cannot provide guidance for the more significant reconciling items between net income and adjusted EBITDA without unreasonable effort. This is due to the fact that future period non-GAAP guidance includes adjustments for items not indicative of our core operations, which may include, without limitation, items included in the supplemental financial information for reconciliation of reported GAAP results to non-GAAP results. Such items include acquisition-related amortization expense for acquired intangibles, foreign exchange gains and losses, adjustments to our income tax provision and certain other items we believe to be non-indicative of our ongoing operations. Such adjustments may be affected by changes in ongoing assumptions and judgments, as well as nonrecurring, unusual or unanticipated charges, expenses or gains/losses or other items that may not directly correlate to the underlying performance of our business operations. The exact amount of these adjustments is not currently determinable but may be significant. In addition, we do not meaningfully reconcile guidance for contribution profit because the determination of contribution profit is subject to variables outside our control, such as an increase in the average payment amount, changes in the payment mix, or the payment channel used by consumers that can influence contribution profit, and cannot be determined without unreasonable effort, if at all.

Use and Definitions of Non-GAAP Financial Measures

In addition to disclosing financial measures in accordance with accounting principles generally accepted in the United States, or GAAP, this press release and the accompanying tables contain certain non-GAAP financial measures, including adjusted gross profit, contribution profit, non-GAAP net income (including those amounts as a percentage of revenue), non-GAAP earnings per share, adjusted EBITDA, adjusted EBITDA margin, non-GAAP operating expense and free cash flow. We use non-GAAP measures to supplement financial information presented on a GAAP basis. We believe that excluding certain items from our GAAP results allows management and our board of directors to more fully understand our consolidated financial performance from period to period and helps management project our future consolidated financial performance as forecasts are developed at a level of detail different from that used to prepare GAAP-based financial measures.

Adjusted gross profit is defined as gross profit adjusted for certain non-cash items, primarily stock-based compensation and amortization of acquisition-related intangible assets and capitalized software development costs.

Contribution profit is defined as gross profit plus other cost of revenue. Other cost of revenue equals cost of revenue less interchange, assessment and other network fees paid by us to our payment processors. Interchange, assessment and other network fees paid by us to our payment processors are excluded from contribution profit because we believe inclusion is less directly reflective of our operating performance as we do not control the payment channel used by consumers, which is the primary determinant of the amount of interchange, assessment and other network fees. We use contribution profit to measure the amount available to fund our operations after interchange, assessment and other network fees, which are directly linked to the number of transactions we process and thus our revenue and gross profit.

Adjusted EBITDA is defined as net income before interest income (expense), net, other income (expense), depreciation and amortization of acquisition-related intangible assets and capitalized software development costs, and income taxes, adjusted to exclude foreign exchange gain (loss), the effects of stock-based compensation expense and certain nonrecurring expenses that management believes are not indicative of ongoing operations.

Adjusted EBITDA margin is defined as adjusted EBITDA as a percentage of contribution profit.

Non-GAAP operating expense is defined as total operating expense excluding amortization of acquisition-related intangibles, stock-based compensation and other nonrecurring expenses. Management believes that the adjustment of acquisition-related intangibles amortization supplements the GAAP information with a measure that can be used to assess the comparability of operating performance. Although we exclude amortization of acquisition-related intangible assets from our non-GAAP expenses, management believes that it is important for investors to understand that such intangible assets were recorded as part of purchase accounting and contribute to revenue generation. Amortization of intangible assets that relate to past acquisitions will recur in future periods until such intangible assets have been fully amortized. Any future acquisitions may result in the amortization of additional intangible assets.

Non-GAAP net income and non-GAAP EPS are defined as the applicable GAAP measure, adjusted for (1) stock-based compensation, (2) amortization of acquisition-related intangibles, (3) certain nonrecurring items such as discrete tax items, one-time expenses or other non-cash items, and (4) an assumed provision for income taxes

based on our long-term projected non-GAAP tax rate. Our long-term projected non-GAAP tax rate is subject to change for a variety of reasons, including significant changes in our earnings, tax adjustments and potential future changes to business operations. We will re-evaluate our long-term projected tax rate as appropriate.

We believe non-GAAP net income and non-GAAP EPS enhance the understanding of our operating performance and enable more meaningful period-to-period comparisons.

Free cash flow is defined as net cash provided by (used in) operating activities less capital expenditures and capitalized internal-use software development costs.

We believe these non-GAAP measures provide our investors with useful information to help them evaluate our operating results by facilitating an enhanced understanding of our operating performance and enabling them to make more meaningful period-to-period comparisons.

We use these non-GAAP measures in conjunction with GAAP measures as part of our overall assessment of our performance and liquidity, including the preparation of our annual operating budget and quarterly forecasts, to evaluate the effectiveness of our business strategies, and to communicate with our board of directors concerning our financial performance and liquidity. There are limitations to the use of the non-GAAP measures presented in this press release. Our non-GAAP measures may not be comparable to similarly titled measures of other companies; other companies, including companies in our industry, may calculate non-GAAP measures differently than we do, limiting the usefulness of those measures for comparative purposes. These non-GAAP measures should not be considered in isolation from or as a substitute for financial measures prepared in accordance with GAAP.

We encourage investors and others to review our financial information in its entirety, not to rely on any single financial measure, and to view our non-GAAP measures in conjunction with GAAP financial measures. For a reconciliation of these non-GAAP financial measures to GAAP measures, please see the tables for the reconciliation of GAAP to non-GAAP results included at the end of this release.

CONTACTS:

At the Company<br><br>Sanjay Kalra<br><br>Chief Financial Officer<br><br>Paymentus Holdings, Inc.<br><br>ir@paymentus.com	Investor Relations<br>David Hanover<br>paymentus@kcsa.com

Media Relations Tony Labriola media-relations@paymentus.com

PAYMENTUS HOLDINGS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

(In thousands, except share and per share data)

	Three Months Ended March 31,
	2026		2025
Revenue	$	358,441	$	275,235
Cost of revenue		272,209		209,211
Gross profit		86,232		66,024
Operating expenses
Research and development		16,333		15,101
Sales and marketing		30,210		26,051
General and administrative		13,137		9,183
Total operating expenses		59,680		50,335
Income from operations		26,552		15,689
Interest income, net		2,531		2,062
Other income		8		50
Income before income taxes		29,091		17,801
Provision for income taxes		8,210		3,988
Net income	$	20,881	$	13,813
Net income per share
Basic	$	0.17	$	0.11
Diluted	$	0.16	$	0.11
Weighted-average number of shares used to compute net income per share
Basic		125,665,214		124,941,781
Diluted		129,314,000		128,801,974

PAYMENTUS HOLDINGS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)

(In thousands, except share and per share data)

			December 31,
			2025
Assets
Current assets
Cash and cash equivalents	338,780		$	320,908
Restricted cash and cash equivalents	3,348			3,630
Accounts and other receivables, net of allowance for expected credit losses of 602 and 452, respectively	117,213			102,338
Income tax receivable	1,085			1,207
Prepaid expenses and other assets	12,077			13,248
Total current assets	472,503			441,331
Property and equipment, net	790			877
Capitalized internal-use software development costs, net	71,518			70,920
Intangible assets, net	11,170			11,987
Goodwill	131,790			131,815
Operating lease right-of-use assets	6,200			6,380
Deferred tax asset	765			314
Prepaid expenses and other assets, less current portion	3,868			4,261
Total assets	698,604		$	667,885
Liabilities and Stockholders’ Equity
Current liabilities
Accounts payable	73,468		$	63,972
Accrued and other liabilities	16,375			27,671
Current portion of operating lease liabilities	2,380			2,294
Contract liabilities	5,042			3,496
Income tax payable	9,814			1,416
Total current liabilities	107,079			98,849
Operating lease liabilities, less current portion	4,246			4,560
Contract liabilities, less current portion	3,196			3,404
Accrued and other liabilities, less current portion	590			683
Total liabilities	115,111			107,496
Stockholders’ equity
Class A common stock, 0.0001 par value per share, 883,950,000 shares authorized as of March 31, 2026 and December 31, 2025; 62,936,502 and 62,459,587 shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively	6			6
Class B common stock, 0.0001 par value per share, 111,050,000 shares authorized as of March 31, 2026 and December 31, 2025; 62,852,835 and 63,121,661 shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively	6			6
Additional paid-in capital	400,365			397,954
Accumulated other comprehensive loss	(615	)		(427	)
Retained earnings	183,731			162,850
Total stockholders’ equity	583,493			560,389
Total liabilities and stockholders' equity	698,604		$	667,885

All values are in US Dollars.

PAYMENTUS HOLDINGS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

	Three Months Ended March 31,
	2026			2025
Cash flows from operating activities
Net income	$	20,881		$	13,813
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation and amortization		9,892			10,740
Deferred income taxes		(452	)		(1,013	)
Stock-based compensation		5,694			3,042
Amortization of capitalized warrants cost		285			559
Non-cash lease expense		604			573
Amortization of capitalized contract acquisition cost		731			418
Provision for expected credit losses		160			(122	)
Change in operating assets and liabilities
Accounts and other receivables		(15,148	)		19,948
Prepaid expenses and other assets		371			(377	)
Accounts payable		9,504			5,691
Accrued and other liabilities		(11,262	)		(7,120	)
Operating lease liabilities		(647	)		(604	)
Contract liabilities		1,338			401
Income taxes receivable, net of payable		8,501			4,492
Net cash provided by operating activities		30,452			50,441
Cash flows from investing activities
Purchases of property and equipment		(80	)		(60	)
Purchases of interest-bearing deposits		(767	)		—
Proceeds from matured interest-bearing deposits		865			1,051
Capitalized internal-use software development costs		(9,461	)		(9,278	)
Net cash used in investing activities		(9,443	)		(8,287	)
Cash flows from financing activities
Proceeds from exercise of stock-based awards		3			51
Payments of taxes withheld on net settled vesting of restricted stock units		(3,286	)		(1,943	)
Net cash used in financing activities		(3,283	)		(1,892	)
Effect of exchange rate changes on Cash and cash equivalents and Restricted cash		(136	)		(25	)
Net increase in cash, cash equivalents and Restricted cash		17,590			40,237
Cash and cash equivalents and Restricted cash at the beginning of period		324,538			209,411
Cash and cash equivalents and Restricted cash at the end of period	$	342,128		$	249,648
Reconciliation of Cash and cash equivalents and Restricted Cash:
Cash and cash equivalents at the beginning of period		320,908			205,900
Restricted cash at the beginning of period		3,630			3,511
Cash and cash equivalents and Restricted cash at the beginning of period	$	324,538		$	209,411
Cash and cash equivalents at the end of period		338,780			245,849
Restricted cash at the end of period		3,348			3,799
Cash and cash equivalents and Restricted cash at the end of period	$	342,128		$	249,648

PAYMENTUS HOLDINGS, INC.

GAAP to Non-GAAP Reconciliations (Unaudited)

(in thousands, except percentages and per share data)

The following tables set forth our non-GAAP financial measures with reconciliations to the most directly comparable GAAP financial measures.

Adjusted Gross Profit

	Three Months Ended March 31,
	2026		2025
	(in thousands)
Gross profit	$	86,232	$	66,024
Stock-based compensation		69		66
Amortization of capitalized software development costs		6,056		5,638
Amortization of acquisition-related intangibles		—		828
Adjusted gross profit	$	92,357	$	72,556

Contribution Profit

	Three Months Ended March 31,
	2026		2025
	(in thousands)
Gross profit	$	86,232	$	66,024
Plus: other cost of revenue		23,467		21,618
Contribution profit	$	109,699	$	87,642

Adjusted EBITDA and Adjusted EBITDA Margin

	Three Months Ended March 31,
	2026			2025
	(in thousands)
Net income — GAAP	$	20,881		$	13,813
Interest income, net		(2,531	)		(2,062	)
Provision for income taxes		8,210			3,988
Amortization of capitalized software development costs		8,916			8,426
Amortization of acquisition-related intangibles		817			2,137
Depreciation		159			177
EBITDA	$	36,452		$	26,479
Adjustments
Foreign exchange gain		(8	)		(50	)
Stock-based compensation		5,974			3,545
Adjusted EBITDA	$	42,418		$	29,974
Adjusted EBITDA margin		38.7	%		34.2	%

PAYMENTUS HOLDINGS, INC.

GAAP to Non-GAAP Reconciliations (Unaudited)

(in thousands, except percentages and per share data)

Non-GAAP Operating Expense

	Three Months Ended March 31,
	2026			2025
	(in thousands)
Operating expenses — GAAP	$	59,680		$	50,335
Stock-based compensation		(5,905	)		(3,479	)
Amortization of acquisition-related intangibles		(817	)		(1,309	)
Non-GAAP operating expense	$	52,958		$	45,547

Non-GAAP Net Income & Non-GAAP EPS(1)

	Three Months Ended March 31,
	2026		2025
	(in thousands)
Net income — GAAP	$	20,881	$	13,813
Add: Provision for income taxes — GAAP		8,210		3,988
Income before taxes — GAAP		29,091		17,801
Add:
Stock-based compensation		5,974		3,545
Amortization of acquisition-related intangibles		817		2,137
Income before taxes — non-GAAP		35,882		23,483
Provision for income taxes — non-GAAP		8,971		5,871
Net income — non-GAAP	$	26,911	$	17,612
Weighted-average shares of common stock — diluted		129,314,000		128,801,974
Earnings per share — diluted (GAAP)	$	0.16	$	0.11
Earnings per share — diluted (non-GAAP)	$	0.21	$	0.14

(1) Non-GAAP financial information for the periods shown reflects an assumed provision for income taxes based on our long-term projected tax rate of 25%. Due to the differences in the tax treatment of items excluded from non-GAAP earnings, our long-term projected tax rate on non-GAAP net income may differ from our GAAP tax rate and from our actual tax liabilities.

Free Cash Flow

	Three Months Ended March 31,
	2026			2025
	(in thousands)
Net cash provided by operating activities	$	30,452		$	50,441
Purchases of property and equipment		(80	)		(60	)
Capitalized internal-use software development costs		(9,461	)		(9,278	)
Free cash flow	$	20,911		$	41,103