Repay Holdings Corp — Director's Dealing 2018

Jun 29, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Thunder Bridge Acquisition Ltd (TBRGU)
CIK: 0001720592
Period of Report: 2018-06-28

Reporting Person: Simanson Gary A (Director, Chief Executive Officer, 10% Owner)
Reporting Person: Thunder Bridge Acquisition LLC (10% Owner)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-06-28	Class B Ordinary Shares	$	J	18750	Disposed		Class A Ordinary Shares (18750)	Indirect

Footnotes

F1: As described in the issuer's registration statements on Form S-1 (File Nos. 333-224581 and 333-225711) under the heading "Description of Securities--Founder Shares", the Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to adjustment for stock splits, stock dividends, reorganizations, recapitalizations and the like, and certain anti-dilution rights and has no expiration date.

F2: As contemplated in connection with the initial public offering of the issuer, 18,750 Class B ordinary shares of the issuer were returned by Thunder Bridge Acquisition LLC (the "Sponsor") to the issuer for no consideration and cancelled because the underwriters' over-allotment option was not exercised in full.

F3: These shares represent Class B ordinary shares acquired by the Sponsor pursuant to a subscription agreement dated as of September 20, 2017 by and between the Sponsor and the registrant. Gary A. Simanson, the Chief Executive Officer of the registrant, is the managing member of the Sponsor. Mr. Simanson has sole voting and dispositive control over the shares held by the Sponsor and may be deemed the beneficial owner of such shares. Mr. Simanson disclaims beneficial ownership of the ordinary shares held by the Sponsor other than to the extent of his pecuniary interest in such shares.