Repay Holdings (RPAY) director receives 50,295 restricted stock units

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

THORNBURGH RICHARD E reported acquisition or exercise transactions in this Form 4 filing.

Repay Holdings Corp director Richard E. Thornburgh received an award of 50,295 shares of Class A common stock in the form of restricted stock units. These units vest on the earlier of the one-year anniversary of the grant date or the next annual stockholder meeting at least 50 weeks after the grant. After this grant, his reported direct holdings total 181,751 shares, with the units delivered after he ceases to be a director under the award terms.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider THORNBURGH RICHARD E

Role null

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	50,295	$0.00	--

Holdings After Transaction: Class A Common Stock — 181,751 shares (Direct, null)

Footnotes (1)

[object Object]

Key Figures

RSU grant size: 50,295 units Grant price: $0.00 per share Shares after transaction: 181,751 shares

3 metrics

RSU grant size 50,295 units Restricted stock units tied to Class A common stock

Grant price $0.00 per share Equity award, no purchase price

Shares after transaction 181,751 shares Direct Class A common stock holdings post-grant

Key Terms

restricted stock units, annual meeting of stockholders, grant date

3 terms

restricted stock units financial

"Reflects a grant of restricted stock units that vest on the earlier of: (a) the one-year anniversary of the grant date..."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

annual meeting of stockholders financial

"the next regularly scheduled annual meeting of stockholders of Issuer that is at least 50 weeks after the grant date"

grant date financial

"the one-year anniversary of the grant date, and (b) the next regularly scheduled annual meeting"

The grant date is the day a company formally gives an employee or contractor the right to receive stock-based compensation, such as stock options or restricted shares. It matters to investors because it fixes key terms—like the price, the start of the ownership clock, and when the award will affect the company’s financial statements and share count—so it can influence dilution, reported expenses, and potential future selling pressure.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/12/2026 - 05:03 PM Accepted by SEC EDGAR 06/12/2026 - 05:02 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

THORNBURGH RICHARD E

(Last)

(First)

(Middle)

C/O REPAY HOLDINGS CORPORATION

3060 PEACHTREE ROAD NW, SUITE 1100

(Street)

ATLANTA

GEORGIA

30305

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Repay Holdings Corp [ RPAY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/10/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	06/10/2026		A⁽¹⁾		50,295	A	$0	181,751	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Reflects a grant of restricted stock units that vest on the earlier of: (a) the one-year anniversary of the grant date, and (b) the next regularly scheduled annual meeting of stockholders of Issuer that is at least 50 weeks after the grant date. The shares subject to the units will be issued to the Reporting Person after the Reporting Person ceases to be a director of the Issuer pursuant to the terms of the award agreement.

	/s/ Tyler B. Dempsey, as Attorney-in-Fact	06/12/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Repay Holdings (RPAY) report for Richard Thornburgh?

Repay Holdings reported that director Richard E. Thornburgh received a grant of 50,295 restricted stock units tied to Class A common stock. These are compensation-related awards at no purchase price, not open-market share purchases or sales, and increase his overall equity exposure to the company.

How many Repay (RPAY) shares does Richard Thornburgh hold after this Form 4 filing?

Following the reported award, Richard E. Thornburgh is shown holding 181,751 shares of Repay Class A common stock directly. This total reflects the position reported after the grant transaction and helps investors gauge the scale of his equity stake relative to this new award.

What are the vesting terms of Richard Thornburgh’s new Repay restricted stock units?

The 50,295 restricted stock units vest on the earlier of the one-year anniversary of the grant date or the next regularly scheduled annual stockholder meeting held at least 50 weeks after the grant. Actual shares are issued once he ceases to be a director, per the award agreement.

Did Richard Thornburgh buy or sell Repay (RPAY) shares on the market in this Form 4?

No open-market buy or sell transaction is reported. The Form 4 shows an acquisition coded as a grant or award, with 50,295 restricted stock units granted at a price of $0.00 per share as part of equity compensation, rather than a market trade.

What does Richard Thornburgh’s Repay restricted stock unit grant mean for shareholders?

The grant represents equity-based compensation for a Repay director, aligning part of his pay with company performance. It modestly increases potential future share count tied to his service, but reflects routine board compensation rather than a discretionary purchase or sale signal to shareholders.