Sec Form 4 Filing - BAIN CAPITAL VENTURE INVESTORS, LLC @ Flywire Corp - 2022-06-03

FORM 4 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 BAIN CAPITAL VENTURE INVESTORS, LLC 2. Issuer Name and Ticker or Trading Symbol Flywire Corp [ FLYW] 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) 200 CLARENDON STREET, 3. Date of Earliest Transaction (MM/DD/YY) 06/03/2022 (Street) BOSTON, MA02116 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ 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 Voting Common Stock 06/03/2022 S( 1 )( 2 ) 1,240,490 D $ 19.6 15,299,374 I See footnotes( 3 )( 4 )( 5 )( 6 )( 7 )( 8 )

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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other BAIN CAPITAL VENTURE INVESTORS, LLC 200 CLARENDON STREET BOSTON, MA02116 X BCIP Venture Associates II, L.P. 200 CLARENDON STREET BOSTON, MA02116 X BCIP Venture Associates II-B, LP 200 CLARENDON STREET BOSTON, MA02116 X Salem Enrique T C/O BAIN CAPITAL VENTURE INVESTORS, 200 CLARENDON STREET BOSTON, MA02116 X Agarwal Ajay C/O BAIN CAPITAL VENTURE INVESTORS, 200 CLARENDON STREET BOSTON, MA02116 X Signatures Bain Capital Venture Investors, LLC, By: /s/ Matthew C. Harris, Title: Managing Director 06/07/2022 Signature of Reporting Person Date BCIP Venture Associates II, LP, By: Boylston Coinvestors, LLC, its general partner, By: /s/ Matthew C. Harris, Title: Authorized Signatory 06/07/2022 Signature of Reporting Person Date BCIP Venture Associates II-B, LP, By: Boylston Coinvestors, LLC, its general partner, By: /s/ Matthew C. Harris, Title: Authorized Signatory 06/07/2022 Signature of Reporting Person Date /s/ Enrique T. Salem 06/07/2022 Signature of Reporting Person Date /s/ Ajay Agarwal 06/07/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On June 3, 2022 Bain Capital Venture Fund 2014, L.P. ("Venture Fund 2014") sold 1,017,977 shares of the Issuer's Voting Common Stock, Bain Capital Venture Fund 2016, L.P. ("Venture Fund 2016") sold 67,862 shares of the Issuer's Voting Common Stock, Bain Capital Venture Coinvestment Fund II, L.P. ("Venture Coinvestment Fund II") sold 31,770 shares of the Issuer's Voting Common Stock, BCV 2019-MD Coinvestment II, L.P. ("2019-MD Coinvestment II") sold 1,271 shares of the Issuer's Voting Common Stock, BCIP Venture Associates ("BCIP Venture") sold 103,781 shares of the Issuer's Voting Common Stock, BCIP Venture Associates B ("BCIP Venture-B") sold 6,982 shares of the Issuer's Voting Common Stock, BCIP Venture Associates II, LP ("BCIP Venture II") sold 10,086 shares of the Issuer's Voting Common Stock, ( 2 )(Continued from footnote 1) and BCIP Venture Associates II-B, LP ("BCIP Venture II-B" and, together with Venture Fund 2014, Venture Fund 2016, Venture Coinvestment Fund II, 2019-MD Coinvestment II, BCIP Venture, BCIP Venture-B and BCIP Venture II, the "Bain Capital Venture Entities"), sold 761 shares of the Issuer's Voting Common Stock, in each case pursuant to Rule 144 under the Securities Act of 1933, as amended. ( 3 )Includes 12,555,058 shares of the Issuer's Voting Common Stock held directly by Venture Fund 2014, 836,959 shares of the Issuer's Voting Common Stock held directly by Venture Fund 2016, 1,279,972 shares of the Issuer's Voting Common Stock held directly by BCIP Venture, 86,114 shares of the Issuer's Voting Common Stock held directly by BCIP Venture-B, 124,389 shares of the Issuer's Voting Common Stock held directly by BCIP Venture II, 9,379 shares of the Issuer's Voting Common Stock held directly by BCIP Venture II-B, 391,830 shares of the Issuer's Voting Common Stock held directly by Venture Coinvestment Fund II and 15,673 shares of the Issuer's Voting Common Stock held directly by 2019-MD Coinvestment II, in each case, after giving effect to the sales referenced in footnote 1 above. ( 4 )Bain Capital Venture Investors, LLC ("BCVI") is (i) the general partner of Bain Capital Venture Partners 2014, L.P. ("Venture Partners 2014"), which is the general partner of Venture Fund 2014. As a result, Venture Partners 2014 may be deemed to share voting and dispositive power with respect to the securities held by Venture Fund 2014. Venture Partners 2014 disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. ( 5 )BCVI is the general partner of Bain Capital Venture Partners 2016, L.P. ("Venture Partners 2016"), which is the general partner of Venture Fund 2016. As a result, Venture Partners 2016 may be deemed to share voting and dispositive power with respect to the securities held by Venture Fund 2016. Venture Partners 2016 disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. ( 6 )BCVI is the manager of Bain Capital Venture Coinvestment II Investors, LLC ("Venture Coinvestment II Investors"), which is the general partner of each of Venture Coinvestment Fund II and 2019-MD Coinvestment II. As a result, Venture Coinvestment II Investors may be deemed to share voting and dispositive power with respect to the securities held by each of Venture Coinvestment Fund II and 2019-MD Coinvestment II. Venture Coinvestment II Investors disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. ( 7 )Boylston Coinvestors, LLC is (i) the managing partner of each of BCIP Venture and BCIP Venture-B and (ii) the general partner of each of BCIP Venture II and BCIP Venture II-B. ( 8 )The governance, investment strategy and decision-making process with respect to the investments held by the Bain Capital Venture Entities is directed by the Executive Committee of BCVI, which consists of Enrique Salem and Ajay Agarwal. As a result, BCVI and Messrs. Salem and Agarwal may be deemed to share voting and dispositive power with respect to all of the securities held by the Bain Capital Venture Entities. BCVI and Messrs. Salem and Agarwal disclaim beneficial ownership of such securities except to the extent of its or his pecuniary interest therein.

Remarks: Form 2 of 2.

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