SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

MORRIS NIGEL W

(Last)

(First)

(Middle)

C/O REMITLY GLOBAL, INC.

1111 3RD AVE., 21ST FLOOR

(Street)

SEATTLE

98101

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
09/22/2021

3. Issuer Name and Ticker or Trading Symbol
Remitly Global, Inc. [ RELY ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	345,000	I	By QED Fund II, L.P.⁽¹⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Restricted Stock Units (RSUs)	⁽²⁾	08/12/2031	Common Stock	30,000	⁽³⁾	D
Stock Option (right to buy)	⁽⁴⁾	04/24/2024	Common Stock	150,000	$0.17	I	By QED Fund II, L.P.⁽¹⁾
Series A Preferred Stock	⁽⁵⁾	⁽⁵⁾	Common Stock	1,348,840	⁽⁵⁾	I	By QED Fund II, L.P.⁽¹⁾
Series B Preferred Stock	⁽⁵⁾	⁽⁵⁾	Common Stock	851,788	⁽⁵⁾	I	By QED Fund II, L.P.⁽¹⁾
Series C Preferred Stock	⁽⁵⁾	⁽⁵⁾	Common Stock	733,912	⁽⁵⁾	I	By QED Fund II, L.P.⁽¹⁾

Explanation of Responses:

1. These securities are held of record by QED Fund II, L.P. ("QED LP"), which is managed by QED Partners II, LLC ("QED LLC"). Nigel Morris, a director of the issuer, is the managing partner of QED LLC and may be deemed to have sole voting and dispositive control over the shares held by QED LP. Mr. Morris disclaims beneficial ownership of the shares held by QED LP, except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

2. The RSUs vest as to 1/16th of the total shares underlying the RSUs on November 25, 2021 and then 1/16th of the total shares vest on each February 25, May 25, August 25 and November 25 thereafter, with 100% of the total shares underlying the RSUs vested on August 25, 2025, subject to the reporting person's provision of service to the issuer on each vesting date.

3. Each RSU represents a contingent right to receive one (1) share of the issuer's Common Stock upon settlement.

4. The option is fully vested and exercisable.

5. Each share of the issuer's Series Seed, Series Seed Prime, Series A, Series B, Series C, Series D, Series E and Series F Preferred Stock will automatically convert into one (1) share of the issuer's Common Stock immediately upon the closing of the issuer's initial public offering, and has no expiration date.

Remarks:

EXHIBIT 24: POWER OF ATTORNEY

	/s/ Saema Somalya as attorney-in-fact	09/22/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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