Guthrie David M 4

What Happened
David M. Guthrie, Chief Technology Officer of Repay Holdings Corp (RPAY), acquired 1,000 shares of the company's Class A common stock under the Repay 2021 Employee Stock Purchase Plan (ESPP) on May 31, 2026, at $2.85 per share (total cost $2,850). In connection with that purchase, 79 shares were withheld/disposed to cover the tax liability related to the ESPP transaction (withholding valued at about $307, $3.88/share).

Key Details

• Transaction date: 2026-05-31; Form 4 filed 2026-06-02 (filed within the standard reporting window).
• Primary transaction: Acquisition under ESPP — 1,000 shares @ $2.85 = $2,850.
• Tax withholding (coded F): 79 shares @ $3.88 = ~$307 withheld/disposed to cover taxes.
• Footnotes: Shares were acquired under the 2021 ESPP; withheld shares were used to satisfy the Reporting Person's tax liability for the ESPP purchase.
• Shares owned after the transactions: not stated in the provided filing excerpt.

Context
This was an employee purchase through the company ESPP (an acquisition), with a routine tax-withholding disposition of a small portion of shares — a common administrative step that does not necessarily indicate a change in insider sentiment. The primary activity here is a purchase (often viewed as a neutral-to-bullish signal), while the withheld shares reflect tax obligations rather than an open-market sale.