Repay Holdings Corp — Director's Dealing 2020

Jul 29, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Repay Holdings Corp (RPAY)
CIK: 0001720592
Period of Report: 2020-07-24

Reporting Person: Perlmutter Susan (Chief Revenue Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-07-24	Class A Common Stock	M	42527	—	Acquired	238997	Direct
2020-07-24	Class A Common Stock	S	70002	$22.46	Disposed	168995	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-07-24	Post-Merger Repay Units	$	M	42527	Disposed		Class A Common Stock (42527)	Direct

Footnotes

F1: Reflects an exchange of Post-Merger Repay Units (as defined below) on a one-for-one basis for shares of Class A common stock of the Repay Holdings Corporation (the "Issuer") pursuant to the Exchange Agreement (as defined below).

F2: The transaction was pursuant to a Rule 10b5-1 plan.

F3: The sales price indicated is a weighted average purchase price. The corresponding shares were sold in multiple transactions at prices ranging from $22.42 to $23.55 inclusive. The Reporting Person undertakes to provide to the Issuer, any securityholder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the ranges set forth.

F4: Represents non-voting limited liability company interests (the "Post-Merger Repay Units") in Hawk Parent Holdings, LLC ("Hawk Parent"). Pursuant to the terms of an exchange agreement (the "Exchange Agreement") among Hawk Parent, the Issuer and certain holders of the Post-Merger Repay Units, the Post-Merger Repay Units may be exchanged at the discretion of the holder for shares of Class A common stock of the Issuer on a one-for-one basis, or, at the option of the Issuer, cash. These exchange rights do not expire.