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CORRESP
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    Simpson
    Thacher & Bartlett llp

    2475
                    hanover street

    palo
    alto, ca 94304

    telephone:
                    +1-650-251-5000

    facsimile:
    +1-650-251-5002

    Direct
                                            Dial Number

    (650) 251-5110

    (212) 455-7862

    E-mail
                                            Address

    wbrentani@stblaw.com

    hui.lin@stblaw.com

April 29,
2024

Robert Littlepage

Inessa Kessman

Matthew Derby

Edwin Kim

Division of Corporation Finance

Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

 Re: Waystar Holding Corp. - Registration Statement on Form S-1
                                            (CIK No. 0001990354)

Ladies and Gentlemen:

On behalf of Waystar
Holding Corp. (the “Company”), and in connection with the Registration Statement on Form S-1 (File No. 333-275004),
initially filed with the Securities and Exchange Commission (the “Commission”) on October 16, 2023 and as amended
by Amendment No. 1 (“Amendment No. 1”) to the Registration Statement filed on October 26, 2023, Amendment
No. 2 (“Amendment No. 2”) to the Registration Statement filed on November 15, 2023, Amendment No. 3
(“Amendment No. 3”) to the Registration Statement filed on November 29, 2023, and Amendment No. 4 (“Amendment
No. 4”) to the Registration Statement filed on March 22, 2024 (as amended by Amendment No. 1, Amendment No. 2,
Amendment No. 3, and Amendment No. 4, the “Registration Statement”), we hereby submit Amendment No. 5
(“Amendment No. 5”) to the Registration Statement. The Company has revised the Registration Statement in response
to the Staff’s comments in its letter, dated April 15, 2024 (the “comment letter”), and to otherwise update
its disclosure. Upon request, we can provide the Staff with a marked version of Amendment No. 5 showing changes from Amendment No. 4.

In addition, we are
providing the following responses to the comment letter. To assist your review, we have retyped the text of the Staff’s comments
in italics below. Page references in the text of this letter correspond to the pages of Amendment No. 5. Unless otherwise
defined below, terms defined and used below shall have the meanings given to them in Amendment No. 5.

    - 2 -

Summary

Overview, page 1

 1. You illustrate the growth in
                                            the number of clients from whom you generate over $100,000 of revenue by disclosing the number
                                            of such clients in the twelve months ended March 31, 2021 compared to the year ended
                                            December 31, 2023. To provide further context, please explain the relevance of the twelve
                                            months ended March 31, 2021, and disclose the number of such clients for the years ended
                                            December 31, 2021 and 2022.

  The Company has revised its disclosure on pages 1, 61, 70, 78 and 88 in response to the
                                                                                Staff’s comment.

Principal stockholders, page 125

 2. Please clarify why you have
                                            presented the columns comprising "Shares of our common stock to be sold in the offering."
                                            If there will be selling shareholders, please revise your cover page and elsewhere to
                                            disclose that there will be a selling shareholder component of the offering. If there will
                                            not be selling shareholders, then remove these columns. You may disclose in the introductory
                                            paragraphs or a footnote to the table how the number of outstanding shares will change based
                                            upon the shares being offered and if the underwriters' over-allotment option is exercised.

   The
                                            Company has revised its disclosure on page 128 in response to the Staff’s comment.

* * * * * * *

Please do not hesitate to
contact William B. Brentani at (650) 251-5110 or Hui Lin at (212) 455-7862 with any questions you may have regarding our responses to
the comment letter.

    Very truly yours,

    /s/ William B. Brentani

    William B. Brentani

    /s/ Hui Lin

    Hui Lin

cc: Matthew J. Hawkins, Chief Executive Officer

Matthew R. A. Heiman, Chief Legal & Administrative
Officer

Waystar Holding Corp.

Jason M. Licht

Christopher J. Clark

Latham & Watkins LLP