Repay Holdings Corp·4

Mar 23, 4:55 PM ET

Morris John Andrew Sr. 4

4 · Repay Holdings Corp · Filed Mar 23, 2026

Research Summary

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Repay (RPAY) CEO Morris John Andrew Sr. Withholds 51,905 Shares for Taxes

What Happened
Morris John Andrew Sr., CEO of Repay Holdings Corp (RPAY), had 51,905 shares of Class A common stock withheld to cover his tax liability in connection with the vesting of time‑based restricted stock. The withholding was recorded at $2.65 per share for a total value of $137,548. This was a tax-withholding event (transaction code F), not an open‑market sale or a purchase — a routine administrative step following vesting.

Key Details

  • Transaction date: 2026-03-19; per‑share value: $2.65; total withheld value: $137,548.
  • Transaction type: F — shares withheld to satisfy tax withholding on vested restricted stock (cashless tax withholding).
  • Shares owned after the transaction: Not reported in this Form 4.
  • Relevant footnote: F1 — confirms shares were withheld to cover the Reporting Person’s tax liability from vesting of time‑based restricted stock. Other footnotes (F2–F5) in the filing describe various trusts and entities that hold securities reported elsewhere in the filing.
  • Timeliness: Form 4 filed 2026-03-23 for a 2026-03-19 transaction; filing falls within the two business‑day filing window and is timely.
  • Remarks: The reporting person disclaims beneficial ownership of indirectly held securities except to the extent of pecuniary interest.

Context
Withholding shares to cover taxes on vested restricted stock is a common, administrative transaction and does not necessarily indicate a view on company prospects. This was not an open‑market sale or purchase; it reduced the number of shares delivered to the insider to satisfy tax obligations.

Insider Transaction Report

Form 4
Period: 2026-03-19
Morris John Andrew Sr.
DirectorChief Executive Officer
Transactions
  • Tax Payment

    Class A Common Stock

    [F1]
    2026-03-19$2.65/sh51,905$137,5482,204,370 total
Holdings
  • Class A Common Stock

    [F2]
    (indirect: See footnote)
    1,028,385
  • Class A Common Stock

    [F3]
    (indirect: See footnote)
    86,761
  • Class A Common Stock

    [F4]
    (indirect: See footnote)
    253,041
  • Class A Common Stock

    [F5]
    (indirect: See footnote)
    15,000
Footnotes (5)
  • [F1]Reflects shares of Class A common stock of the Issuer withheld to cover the Reporting Person's tax liability in connection with the vesting of shares of time-based restricted stock previously reported by the Reporting Person.
  • [F2]These securities are held directly by a trust (the "Family Trust"), of which the Reporting Person's spouse is the trustee and the Reporting Person's spouse and descendants are the beneficiaries.
  • [F3]These securities are held directly by a trust, of which the Reporting Person's spouse is the trustee and the Reporting Person and the Reporting Person's spouse and descendants are the beneficiaries.
  • [F4]These securities are held directly by a limited liability company, of which Reporting Person owns all of the voting ownership interests and serves as the sole member of its board of managers.
  • [F5]These securities are held directly by a corporation, of which the Family Trust owns all of the voting shares and Reporting Person serves as the sole member of its board of directors.
Signature
/s/ Tyler B. Dempsey, as Attorney-in-Fact|2026-03-23

Documents

1 file
  • 4
    ownership.xmlPrimary

    4