Repay Holdings Corp — Director's Dealing 2021

Jun 9, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Repay Holdings Corp (RPAY)
CIK: 0001720592
Period of Report: 2021-06-08

Reporting Person: Murphy Timothy John (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-06-08	Class A Common Stock	M	25267	—	Acquired	25267	Indirect
2021-06-08	Class A Common Stock	S	25267	$25.00	Disposed	0	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-06-08	Post-Merger Repay Units	$	M	25267	Disposed		Class A Common Stock (25267)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	374904	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: 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 manager.

F3: The transaction was pursuant to a Rule 10b5-1 plan.

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.