Beneficial Ownership Report · SCHEDULE 13D/A
StoneCo Ltd.
STNENASDAQEQUITYCurrent
Beneficial Ownership Report
Structured filing — SCHEDULE 13D/A
primary_doc.xml
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
- JOINT FILING AGREEMENT ↗ex-99-10072026_081048.htm
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.