Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
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PAYONEER GLOBAL INC. (Name of Issuer) |
Common Stock (Title of Class of Securities) |
70451X104 (CUSIP Number) |
Susquehanna Capital Mgmt., LLC Attn: Jason Wolfe, 401 City Avenue, 9th Floor Bala Cynwyd, PA, 19004 610-617-2600 Troutman Pepper Locke LLP Attn: Matthew Greenberg, Esq., Hercules Plaza, 1313 Market Street Wilmington, DE, 19899 302-777-6500 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
12/19/2025 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
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| CUSIP No. | 70451X104 |
| 1 |
Name of reporting person
Arthur Dantchik | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
22,403,628.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
6.3 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
(1) All calculations of percentage ownership herein are based on a total 356,440,304 shares of Common Stock of the Issuer issued and outstanding on October 31, 2025.
SCHEDULE 13D
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| CUSIP No. | 70451X104 |
| 1 |
Name of reporting person
SIG Growth Equity Funds Limited Partnership, LLLP | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
14,882,267.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
4.2 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person:
(1) All calculations of percentage ownership herein are based on a total 356,440,304 shares of Common Stock of the Issuer issued and outstanding on October 31, 2025.
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Common Stock | |
| (b) | Name of Issuer:
PAYONEER GLOBAL INC. | |
| (c) | Address of Issuer's Principal Executive Offices:
195 BROADWAY, 27TH FLOOR, NEW YORK,
NEW YORK
, 10007. | |
Item 1 Comment:
This Amendment No. 2 (this "Amendment") amends and supplements the statement on Schedule 13D originally filed by Susquehanna Growth Equity Fund III, LLLP, a Delaware limited liability limited partnership ("SGE Fund III"), (ii) Susquehanna Growth Equity Fund V, LLLP a Delaware limited liability limited partnership ("SGE Fund V" and, together with SGE Fund III, the "Funds"), (iii) Susquehanna Capital Management, LLC (f/k/a Susquehanna Growth Equity, LLC), a Delaware limited liability company ("SGE Adviser"), (iv) Amir Goldman, a citizen of the United States ("Mr. Goldman"), and (v) Arthur Dantchik, a citizen of the United States ("Mr. Dantchik"), on July 6, 2021 (the "Schedule 13D"), as amended by Amendment No. 1 filed on November 21, 2022 ("Amendment No. 1") and relates to the common stock, par value $0.01 per share (the "Common Stock"), of Payoneer Global Inc., a Delaware corporation (the "Issuer"). Capitalized terms used herein and not otherwise defined shall have the respective meanings ascribed to them in the Schedule 13D and Amendment No. 1. SIG Growth Equity Funds Limited Partnership, LLLP ("SGELP") was added as a filer of Amendment No. 1 to reflect its acquisition of more than five percent of the Common Stock. This Amendment is being filed to reflect a change in beneficial ownership of Mr. Dantchik and SGELP as a result of certain in-kind distributions of shares of Common Stock by SGE-affiliated holders of Common Stock, including by SGELP, completed on December 19, 2025 (the "Distributions"). Mr. Dantchik and SGELP are herein referred to as the "Reporting Persons". In addition, inasmuch as SGE Fund III, SGE Fund V, SGE Adviser and Mr. Goldman previously reported beneficial ownership of less than five percent of the Issuer's Common Stock and continue to own less than five percent of the Issuer's Common Stock, they have been removed from this Amendment. Except as specifically provided herein, this Amendment does not modify any of the information previously reported in the Schedule 13D, as heretofore amended. | ||
| Item 2. | Identity and Background | |
| (a) | Item 2 of Schedule 13D is hereby amended and supplemented as follows: This Amendment is being filed to reflect the Distributions. | |
| Item 4. | Purpose of Transaction | |
Item 4 of Schedule 13D is hereby amended and supplemented as follows: As reflected elsewhere in this Amendment, the Distributions resulted in a change in the beneficial ownership of the Reporting Persons. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | Item 5 of Schedule 13D is hereby amended and supplemented as follows: (a)-(b) The information contained in the cover pages of the Amendment is incorporated herein by reference. The percentages used in the Amendment are calculated based upon on a total 356,440,304 shares of Common Stock of the Issuer issued and outstanding as of October 31, 2025, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission ("SEC") on November 5, 2025. | |
| (c) | As a result of the Distributions, the number of shares of Common Stock beneficially owned by the Reporting Persons declined to the numbers reflected elsewhere in this Amendment. Other than as described herein and elsewhere in the Amendment, the Reporting Persons have not effected any transaction in the Common Stock during the past sixty (60) days. | |
| (d) | To the best knowledge of the Reporting Persons, no other person has the right to receive or the power to direct the receipt of dividends from, or the proceeds of the sale of, the securities that are the subject of the Amendment. | |
| 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.
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