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BCS

Beneficial Ownership Report · SCHEDULE 13D/A

StoneCo Ltd.

STNENASDAQEQUITYCurrent

Beneficial Ownership Report

Filed Oct 7, 2026Accepted Oct 7, 2026, 4:18 PM EDTFiling CIK 1745431Accession 0001545458-26-000003
Share

Structured filing — SCHEDULE 13D/A

primary_doc.xml

Open full document ↗

Amendment · This filing reports the amendment as submitted.

Subject company

Company
StoneCo Ltd.
Company CIK
0001745431
Street
4th Floor, Harbour Place
Street (continued)
103 South Church Street, P.O. Box 10240
City
Grand Cayman
State / country code
E9
Postal code
KY1-1002

Statement details

Amendment number
3
Security class
Class A Common Shares, par value US$0.000079365
Event date
10/05/2026
Previously filed indication
false

Authorized notification person 1

Name
Thomas Patterson
Phone
(650) 854-8300
Street
c/o Madrone Advisors, LLC
Street (continued)
P.O. Box #6476
City
Denver
State / country code
CO
Postal code
80206

Reporting person 1

Name
Madrone Partners, L.P.
Reporting person CIK
0001545458
No reporting person CIK indication
N
Citizenship / organization
DE
Reporting person type
PN
Group designation
b
Source of funds code
WC
Legal proceedings indication
N
Aggregate amount owned
24,589,276.00
Percent of class
10.6
Sole voting power
0.00
Shared voting power
24,589,276.00
Sole dispositive power
0.00
Shared dispositive power
24,589,276.00
Aggregate excludes certain shares
N

Reporting person 2

Name
Madrone Capital Partners, LLC
Reporting person CIK
0001789147
No reporting person CIK indication
N
Citizenship / organization
DE
Reporting person type
OO
Group designation
b
Source of funds code
AF
Legal proceedings indication
N
Aggregate amount owned
24,589,276.00
Percent of class
10.6
Sole voting power
0.00
Shared voting power
24,589,276.00
Sole dispositive power
0.00
Shared dispositive power
24,589,276.00
Aggregate excludes certain shares
N

Reporting person 3

Name
Jameson J. McJunkin
Reporting person CIK
0001293780
No reporting person CIK indication
N
Citizenship / organization
X1
Reporting person type
IN
Group designation
b
Source of funds code
AF
Legal proceedings indication
N
Aggregate amount owned
24,911,276.00
Percent of class
10.7
Sole voting power
0.00
Shared voting power
24,911,276.00
Sole dispositive power
0.00
Shared dispositive power
24,911,276.00
Aggregate excludes certain shares
N

Reporting person 4

Name
Thomas Patterson
Reporting person CIK
0001214954
No reporting person CIK indication
N
Citizenship / organization
X1
Reporting person type
IN
Group designation
b
Source of funds code
AF
Legal proceedings indication
N
Aggregate amount owned
24,589,276.00
Percent of class
10.6
Sole voting power
0.00
Shared voting power
24,589,276.00
Sole dispositive power
0.00
Shared dispositive power
24,589,276.00
Aggregate excludes certain shares
N

Reporting person 5

Name
Gregory Boyd Penner
Reporting person CIK
0001353165
No reporting person CIK indication
N
Citizenship / organization
X1
Reporting person type
IN
Group designation
b
Source of funds code
WC · PF
Legal proceedings indication
N
Aggregate amount owned
25,228,161.00
Percent of class
10.8
Sole voting power
0.00
Shared voting power
25,228,161.00
Sole dispositive power
0.00
Shared dispositive power
25,228,161.00
Aggregate excludes certain shares
N

Item 1

Issuer

StoneCo Ltd.

Security title

Class A Common Shares, par value US$0.000079365

Principal address

Comment

This Amendment No. 3 (this "Amendment No. 3" or this "Schedule 13D/A") amends and supplements the statement on Schedule 13D originally filed with the Securities and Exchange Commission (the "SEC") on November 7, 2018, and amended on December 12, 2018 and December 18, 2020 (as amended, the "Statement") by the Reporting Persons. Unless otherwise defined herein, capitalized terms used in this Amendment No. 3 shall have the meanings ascribed to them in the Statement. Unless amended or supplemented below, the information in the Statement remains unchanged.

Item 2

Citizenship

Each of the entities was organized in the state of Delaware and each of the individuals is a United States citizen.

Principal occupation

The principal business of Madrone is venture capital investments. Madrone GP performs the functions of, and serves as, the sole general partner of Madrone. Each of Messrs. Penner, McJunkin and Patterson is a managing director of Madrone GP.

Filing person

This Schedule 13D is being filed on behalf of Madrone Partners, L.P. ("Madrone"), Madrone Capital Partners, LLC ("Madrone GP"), Gregory Penner ("Penner"), Jameson McJunkin ("McJunkin") and Thomas Patterson ("Patterson"). The foregoing entities and individuals are collectively referred to herein as the "Reporting Persons." The agreement among the Reporting Persons to file this Schedule 13D jointly in accordance with Rule 13d-1(k) of the Act is filed as Exhibit 99.1.

Criminal proceedings response

During the last five years, none of the Reporting Persons has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

Proceedings description

During the last five years, none of the Reporting Persons has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Principal business address

The business address of the Reporting Persons is P.O. Box #6476, Denver, CO 80206.

Item 5

Number of shares

Rows 7 through 10 of each Reporting Person's cover page to this Schedule 13D/A set forth the number of Class A common shares of the Issuer as to which such Reporting Person has the sole or shared power to vote or direct the vote and sole or shared power to dispose or to direct the disposition and are incorporated herein by reference.

Transactions

Except as set forth below, none of the Reporting Persons has effected any transactions with respect to the securities of the Issuer during the past sixty days. Weighted Low High Reporting Transaction No. of Average Price Price Transaction Person Date Shares Price ($) ($) ($) Open Market Sale Madrone 10/05/2026 750,000 11.90 11.75 12.02 The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth above.

Other persons with an interest

No other person is known to have the right to receive or the power to direct the receipt of dividends from, or any proceeds from the sale of, the securities beneficially owned by any of the Reporting Persons.

Date ownership ceased to exceed 5%

Not applicable.

Percentage of class

Rows 11 and 13 of each Reporting Person's cover page to this Schedule 13D/A set forth the aggregate number of Class A common shares of the Issuer and percentage of the Class A common shares of the Issuer beneficially owned by such Reporting Person and are incorporated herein by reference. The percentage set forth in row 13 of each cover page is based upon 232,663,503 Class A common shares outstanding as of December 31, 2025, as reported in the Issuer's Annual Report on Form 20-F filed with the Securities and Exchange Commission (the "SEC") on April 23, 2026. The Reporting Persons' ownership of the Issuer's securities consists of (i) 24,589,276 Class A common shares directly held by Madrone; (ii) 322,000 Class A common shares held by McJunkin through the McJunkin Living Trust, of which he is a co-trustee; and (iii) 638,885 Class A common shares held by Penner through Shimoda Holdings LLC, a family LLC, of which he is a managing member. Madrone GP is the sole general partner of Madrone. McJunkin, Patterson and Penner are Managing Members of Madrone GP and may share voting and dispositive power over the shares held by Madrone.

Item 7

Filed exhibits

Exhibit 99.1 Joint Filing Agreement

Signature 1

Reporting person
Madrone Partners, L.P.
Signed
/s/ Thomas Patterson
Title
By Madrone Capital Partners, LLC, its General Partner, By Thomas Patterson, Managing Member
Date
10/07/2026

Signature 2

Reporting person
Madrone Capital Partners, LLC
Signed
/s/ Thomas Patterson
Title
By Thomas Patterson, Managing Member
Date
10/07/2026

Signature 3

Reporting person
Jameson J. McJunkin
Signed
/s/ Jameson McJunkin
Title
Jameson McJunkin
Date
10/07/2026

Signature 4

Reporting person
Thomas Patterson
Signed
/s/ Thomas Patterson
Title
Thomas Patterson
Date
10/07/2026

Signature 5

Reporting person
Gregory Boyd Penner
Signed
/s/ Gregory Penner
Title
Gregory Penner
Date
10/07/2026

Filed exhibits

Company context

Stone Co. is a leading provider of financial technology solutions that empower merchants to conduct commerce seamlessly across multiple channels and help them grow their businesses with our payments, banking, and credit solutions.

Current securities

Historical securities (1)

Recent company filings

  1. 144 filingSep 2, 2026
  2. 6-K filingAug 13, 2026
  3. 6-K filingAug 13, 2026
  4. 144 filingJun 12, 2026
  5. 6-K filingMay 14, 2026

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