RPAY on Nasdaq

Repay Holdings Corp

American business services company based in Atlanta, incorporated in Delaware2

In its 2026 annual report the company says: “We are a payments innovator, differentiated by our proprietary, integrated payment technology platform and our ability to reduce the complexity of electronic payments for businesses.”6 Its shares trade on Nasdaq under the symbol RPAY.2

Price unavailable

Last updated Oct 21, 2026.

Overview

$309.3MRevenue, fiscal 20253
-$256.7MNet income, fiscal 20253

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  • TickerRPAY on Nasdaq2
  • IndustryServices-Business Services, NEC2
  • HeadquartersAtlanta, United States2
  • Incorporated inDE4
  • Business address3060 Peachtree Road Nw, Suite 1100, Atlanta, Ga 303054
  • Filer categoryAccelerated filer4
  • Legal formCorporation2
  • LEI2549006EJ42T73ZKUI982
  • StatusActive2
  • LEI statusIssued and current2
  • Registered addressC/O THE CORPORATION TRUST COMPANY, 19801 Wilmington, United States2
  • Registered withDivision of Corporations, Department of State, 75102552

Repay Holdings Corporation was incorporated as a Delaware corporation on July 11, 2019 in connection with the closing of a transaction (the “Business Combination”) pursuant to which Thunder Bridge Acquisition Ltd., a special purpose acquisition company organized under the laws of the Cayman Islands (“Thunder Bridge”), (a) domesticated into a Delaware corporation and changed its name to “Repay Holdings Corporation” and (b) consummated the merger of a wholly owned subsidiary with and into Hawk Parent Holdings, LLC, a Delaware limited liability company (“Hawk Parent”).6 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

75.0%Gross margin3
-82.4%Operating margin3
-83.0%Net margin3
-1.2%Revenue growth, 20253
-53.0%Return on equity3
0.58×Debt to equity3
$90.8MFree cash flow3

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Business segments

Consumer Payments brought in 86% of the revenue Repay Holdings Corp broke down this way in fiscal 2025.

  1. Consumer Payments$285.9M386%up 2% from 2024
  2. Business Payments$48.4M314%down 9% from 2024
Business segments by year
Business segments202320242025
Consumer Payments$275.7M$281.0M$285.9M
Business Payments$38.1M$52.9M$48.4M

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Cost of revenue25¢$77.2M
  • Selling, general and admin46¢$142.0M
  • Other costs27¢$84.1M
  • Income tax2¢$5.9M

Out of $309.3M in revenue.3 The company lost money this year.

Where each dollar of operating cash went, fiscal 2025

  • Capital spending0¢$286.0K
  • Kept or used elsewhere100¢$90.8M

Out of $91.1M of cash from operations.3

Financial statements

Revenue78910113$309.3M in 2025+138% since 2018
0$100.0M$200.0M$300.0M$400.0M2018: $130.0M$130.0M20182019: $104.6M$104.6M2019−20%2020: $155.0M$155.0M2020+48%2021: $219.3M$219.3M2021+41%2022: $279.2M$279.2M2022+27%2023: $296.6M$296.6M2023+6%2024: $313.0M$313.0M2024+6%2025: $309.3M$309.3M2025−1%
Gross profit910113$232.0M in 2025+104% since 2020
0$100.0M$200.0M$300.0M2020: $113.6M$113.6M20202021: $163.8M$163.8M2021+44%2022: $214.4M$214.4M2022+31%2023: $226.9M$226.9M2023+6%2024: $241.4M$241.4M2024+6%2025: $232.0M$232.0M2025−4%
Operating income78910113-$254.7M in 2025
-$300.0M-$200.0M-$100.0M0$100.0M2018: $16.6M$16.6M20182019: -$48.2M-$48.2M20192020: -$32.0M-$32.0M2020−34%2021: -$54.0M-$54.0M2021+69%2022: -$47.2M-$47.2M2022−13%2023: -$111.4M-$111.4M2023+136%2024: -$7.8M-$7.8M2024−93%2025: -$254.7M-$254.7M2025+3178%
Net income7910113-$256.7M in 2025
-$300.0M-$200.0M-$100.0M0$100.0M2018: $10.5M$10.5M20182020: -$105.6M-$105.6M20202021: -$50.1M-$50.1M2021−53%2022: $12.8M$12.8M20222023: -$110.5M-$110.5M20232024: -$10.2M-$10.2M2024−91%2025: -$256.7M-$256.7M2025+2428%

Every line of the income statement as filed: the last 3 fiscal years, latest first.3

Period ending2025-12-312024-12-312023-12-31
Revenue$309.3M$313.0M$296.6M
Costs of services (exclusive of depreciation and amortization shown separately below)$77.2M$71.6M$69.7M
Selling, general and administrative$142.0M$145.5M$148.7M
Depreciation and amortization$102.0M$103.7M$103.9M
Loss on business disposition$10.0M
Impairment loss$242.7M$75.8M
Total operating expenses$564.0M$320.8M$408.0M
Loss from operations-$254.7M-$7.8M-$111.4M
Interest income$4.1M$6.0M$2.8M
Interest expense-$13.9M-$7.9M-$3.9M
Gain on extinguishment of debt$1.4M$13.1M
Change in fair value of tax receivable liability-$13.5M-$14.5M-$6.6M
Other income (loss)-$216.0K$138.0K-$455.0K
Total other income (expense)-$22.2M-$3.1M-$8.1M
Loss before income tax benefit-$277.0M-$10.9M-$119.5M
Income tax benefit$5.9M$575.0K$2.1M
Net loss-$271.1M-$10.3M-$117.4M
Less: Net loss attributable to non-controlling interests-$14.4M-$189.0K-$6.9M
Net loss attributable to the Company-$256.7M-$10.2M-$110.5M
Basic-$3.00-$0.11-$1.23
Diluted-$3.00-$0.11-$1.23
Basic85.6B shares89.9B shares90.0B shares
Diluted85.6B shares89.9B shares90.0B shares

Compare Repay Holdings Corp with another company

Corporate structure

Repay Holdings Corp sits at the top of its group. 29 entities, 2 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Repay Holdings Corp

  • AMERICAN CENTURY INVESTMENT MANAGEMENT INC Filed SCHEDULE 13G on Repay Holdings Corp, latest Aug 14, 2026 (4 filings since Feb 14, 2025)
  • AQR CAPITAL MANAGEMENT LLC Filed SCHEDULE 13G/A on Repay Holdings Corp, latest Aug 13, 2026 (2 filings since May 15, 2026)
  • BT PARENT GP, LLC Filed SCHEDULE 13D/A on Repay Holdings Corp, latest Jul 15, 2026 (2 filings since Feb 20, 2024)
  • Forager Fund, L.P. Filed SCHEDULE 13D/A on Repay Holdings Corp, latest Jun 29, 2026 (8 filings since Mar 12, 2026)
  • Veradace Capital Management LLC Filed SCHEDULE 13D/A on Repay Holdings Corp, latest Jun 4, 2026 (4 filings since Nov 5, 2025)
  • VANGUARD GROUP INC Filed SCHEDULE 13G/A on Repay Holdings Corp, latest Mar 27, 2026 (7 filings since Feb 9, 2023)
  • John Andrew Morris Sr. Filed SCHEDULE 13D/A on Repay Holdings Corp, latest Mar 13, 2026 (4 filings since Feb 8, 2022)
  • Forager Capital Management, LLC Filed SCHEDULE 13G/A on Repay Holdings Corp, latest Mar 11, 2026 (2 filings since Jan 23, 2026)
  • PRIVATE MANAGEMENT GROUP INC Filed SCHEDULE 13G/A on Repay Holdings Corp, latest Feb 10, 2026 (2 filings since Nov 13, 2025)
  • BlackRock Filed SCHEDULE 13G/A on Repay Holdings Corp, latest Jan 21, 2026 (6 filings since Feb 3, 2022)
  • Sunriver Management LLC Filed SCHEDULE 13G/A on Repay Holdings Corp, latest Aug 13, 2025 (2 filings since Nov 14, 2024)
  • Wellington Management Company Filed SCHEDULE 13G/A on Repay Holdings Corp, latest Aug 12, 2025 (6 filings since Feb 4, 2022)
  • Repay Holdings Corp Atlanta, Georgia, United States
    • CDT Technologies, LTD Subsidiary · Texas, United States
    • Clear Payment Solutions, LLC Subsidiary · Florida, United States
    • cPayPlus, LLC Subsidiary · Utah, United States
    • CPS Payment Services, LLC Subsidiary · Indiana, United States
    • Custom Payment Systems, LLC Subsidiary · Indiana, United States
    • Electronic Payment Providers, LLC Subsidiary · Delaware, United States
    • Harbor Acquisition LLC Subsidiary · Delaware, United States
    • Hawk Buyer Holdings LLC Subsidiary · Delaware, United States
    • Hawk Intermediate Holdings LLC Subsidiary · Delaware, United States
    • Hawk Parent Holdings LLC Subsidiary · Delaware, United States
    • Internet Payment Exchange, LLC Subsidiary · Delaware, United States
    • M & A Ventures, LLC Subsidiary · Georgia, United States
    • Marlin Acquirer LLC Subsidiary · Delaware, United States
    • Media Payments, LLC Subsidiary · Indiana, United States
    • Mesa Acquirer LLC Subsidiary · Delaware, United States
    • Mountain Bound, LLC Subsidiary · Georgia, United States
    • NS Holdco, LLC Subsidiary · Delaware, United States
    • Payix Holdings Incorporated Subsidiary · Delaware, United States
    • Payix Incorporated Subsidiary · Texas, United States
    • REPAY Canada Solutions ULC Subsidiary · British Columbia, Canada
    • REPAY International LLC Subsidiary · Delaware, United States
    • Repay Management Holdco Inc. Subsidiary · Delaware, United States
    • Repay Management Services LLC Subsidiary · Delaware, United States
    • Sigma Acquisition LLC Subsidiary · Delaware, United States
    • Stratus Payment Solutions, LLC Subsidiary · Florida, United States
    • and 3 more

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Repay Holdings Corp reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Computer equipment and software$41.5M3 Dec 31, 2025$44.1K3 Dec 31, 2024+94004.3%
Property and equipment, before depreciation$5.8M3 Dec 31, 2025$6.3M3 Dec 31, 2024−7.5%
Accumulated depreciation$4.6M3 Dec 31, 2025$3.9M3 Dec 31, 2024+16.9%
Property and equipment, net$1.2M3 Dec 31, 2025$2.4M3 Dec 31, 2024−47.8%
Operating-lease assets (leased space)$8.9M3 Dec 31, 2025$11.1M3 Dec 31, 2024−20.4%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$115.7M3 Dec 31, 2025$189.5M3 Dec 31, 2024−39.0%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$474.5M3 Dec 31, 2025$716.8M3 Dec 31, 2024−33.8%
Intangible assets, net (excluding goodwill)$329.8M3 Dec 31, 2025$389.0M3 Dec 31, 2024−15.2%
Finite-lived intangibles, gross$705.0M3 Dec 31, 2025$712.5M3 Dec 31, 2024−1.1%
Accumulated amortization$375.2M3 Dec 31, 2025$323.5M3 Dec 31, 2024+16.0%
Finite-lived intangibles, net$329.8M3 Dec 31, 2025$389.0M3 Dec 31, 2024−15.2%

Properties, in its own words

The following table sets forth selected information concerning our principal facilities, as of December 31, 2025.

Location · Owned/Leased · Approximate Square Footage

The rest of Item 2

Corporate Headquarters:

Atlanta, Georgia · Leased · 20,300

Additional Facilities:

Bettendorf, IA · Leased · 12,900

East Moline, Illinois · Leased · 800

Ft. Worth, Texas · Leased · 7,900

Sandy, Utah · Leased · 5,200

Item 2 of the 10-K filed Mar 9, 2026.6

Leadership

Who has led Repay Holdings Corp, and when. Pick a name to see everywhere that person has worked.

Board members and other officers (24)

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • CDT Technologies, LTD Texas5
  • CPS Payment Services, LLC Indiana5
  • Clear Payment Solutions, LLC Florida5
  • Custom Payment Systems, LLC Indiana5
  • Electronic Payment Providers, LLC Delaware5
  • Harbor Acquisition LLC Delaware5
  • Hawk Buyer Holdings LLC Delaware5
  • Hawk Intermediate Holdings LLC Delaware5
  • Hawk Parent Holdings LLC Delaware5
  • Internet Payment Exchange, LLC Delaware5
  • M & A Ventures, LLC Georgia5
  • Marlin Acquirer LLC Delaware5
  • Media Payments, LLC Indiana5
  • Mesa Acquirer LLC Delaware5
  • Mountain Bound, LLC Georgia5
  • NS Holdco, LLC Delaware5
  • Payix Holdings Incorporated Delaware5
  • Payix Incorporated Texas5
  • REPAY Canada Solutions ULC British Columbia (Canada)5
  • REPAY International LLC Delaware5
  • Repay Holdings, LLC Delaware5
  • Repay Management Holdco Inc. Delaware5
  • Repay Management Services LLC Delaware5
  • Sigma Acquisition LLC Delaware5
All 29 listed subsidiaries
  • Stratus Payment Solutions, LLC Florida5
  • TriSource Solutions, L.L.C. Nevada5
  • Viking GP Holdings, LLC Delaware5
  • Wildcat Acquisition LLC Delaware5
  • cPayPlus, LLC Utah5

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Former names

  • Thunder Bridge Acquisition LtdOct 30, 2017 to Jul 10, 20194

Timeline

  1. Aug 17, 20268-K Financial statements and exhibits45
  2. Aug 10, 20268-K Results of operations; Regulation FD disclosure46
  3. Jul 14, 20268-K Entered a material agreement; Executive or director change; Regulation FD disclosure47
  4. Jun 15, 20268-K Entered a material agreement; New debt or obligation48
  5. Jun 12, 20268-K Executive or director change; Shareholder vote49
  6. Jun 1, 20268-K Entered a material agreement; Ended a material agreement; Completed an acquisition or sale50
  7. May 4, 20268-K Results of operations; Regulation FD disclosure51
  8. Apr 27, 20268-K Results of operations52
  9. Apr 14, 20268-K Entered a material agreement; Change to shareholders' rights; Bylaws or fiscal year changed53
  10. Mar 31, 20268-K Entered a material agreement; New debt or obligation; Regulation FD disclosure54
  11. Mar 9, 20268-K Results of operations; Regulation FD disclosure55
  12. Feb 25, 20268-K Executive or director change56
  13. Jul 11, 2019Founded Repay Holdings Corp is founded2
  14. Jun 18, 2018New chief executive Gary A. Simanson becomes CEO18

Calendar

Coming up

  1. Nov 9, 2026Reports results for the quarter ending Sep/2026 A year earlier it reported $0.17 a share, on Nov 10, 2025.57

When it reported results

  1. Aug 10, 2026Reported quarterly or annual results46
  2. May 4, 2026Reported quarterly or annual results51
  3. Apr 27, 2026Reported quarterly or annual results52
  4. Mar 9, 2026Reported quarterly or annual results55
  5. Nov 10, 2025Reported quarterly or annual results58
  6. Aug 11, 2025Reported quarterly or annual results59
  7. May 12, 2025Reported quarterly or annual results60
  8. Mar 3, 2025Reported quarterly or annual results61

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

592 filings to the SEC since October 2021: 6 annual reports, 15 quarterly reports, 50 major events, 387 insider forms, 62 large holders, 72 other. The latest 20:

  1. Oct 15, 2026144 EDGAR
  2. Oct 15, 20264 EDGAR
  3. Oct 14, 2026144 EDGAR
  4. Oct 13, 2026144 EDGAR
  5. Sep 21, 2026144 EDGAR
  6. Sep 21, 20264 EDGAR
  7. Sep 17, 2026144 EDGAR
  8. Sep 10, 20264 EDGAR
  9. Aug 17, 20268-K/A EDGAR
  10. Aug 14, 2026SCHEDULE 13G EDGAR
  11. Aug 13, 2026SCHEDULE 13G/A EDGAR
  12. Aug 10, 202610-Q EDGAR
  13. Aug 10, 20268-K EDGAR
  14. Aug 4, 20264 EDGAR
  15. Jul 20, 20263 EDGAR
  16. Jul 15, 2026SCHEDULE 13D/A EDGAR
  17. Jul 14, 20268-K EDGAR
  18. Jun 29, 2026SCHEDULE 13D/A EDGAR
  19. Jun 16, 2026S-8 EDGAR
  20. Jun 16, 2026S-8 EDGAR

The 592 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

64 open-market trades by officers, directors and large owners since October 2021: 31 buys and 33 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Sep 21, 2026Dempsey Tyler BGeneral CounselSale11,112$4.00$44.4KForm 4
Sep 17, 2026Dempsey Tyler BGeneral CounselSale25,000$3.91$97.8KForm 4
Apr 9, 2026MacArthur Robert Symmes10% ownerBuy78,991$2.68$211.7KForm 4
Apr 9, 2026MacArthur Robert Symmes10% ownerBuy78,991$2.68$211.7KForm 4
Apr 8, 2026MacArthur Robert Symmes10% ownerBuy484,720$2.57$1.2MForm 4
Apr 8, 2026MacArthur Robert Symmes10% ownerBuy484,720$2.57$1.2MForm 4
Apr 7, 2026MacArthur Robert Symmes10% ownerBuy350,000$2.42$847.0KForm 4
Apr 7, 2026MacArthur Robert Symmes10% ownerBuy350,000$2.42$847.0KForm 4
Apr 2, 2026Kissel Edward Urban10% ownerBuy461,609$2.53$1.2MForm 4
Apr 2, 2026Kissel Edward Urban10% ownerBuy461,609$2.53$1.2MForm 4
Apr 1, 2026Kissel Edward Urban10% ownerBuy488,391$2.54$1.2MForm 4
Apr 1, 2026Kissel Edward Urban10% ownerBuy488,391$2.54$1.2MForm 4
Mar 27, 2026Kissel Edward Urban10% ownerBuy180,858$3.05$551.6KForm 4
Mar 27, 2026Forager Capital Management, LLC10% ownerBuy180,858$3.05$551.6KForm 4
Mar 26, 2026Kissel Edward Urban10% ownerBuy287,200$3.04$873.1KForm 4
Mar 26, 2026Forager Capital Management, LLC10% ownerBuy287,200$3.04$873.1KForm 4
Mar 25, 2026Kissel Edward Urban10% ownerBuy174,779$2.92$510.4KForm 4
Mar 25, 2026Forager Capital Management, LLC10% ownerBuy174,779$2.92$510.4KForm 4
Nov 17, 2025THORNBURGH RICHARD EDirectorSale4,500$3.50$15.8KForm 4
Sep 12, 2025Moore Jacob HamiltonExecutive Vice PresidentSale26,385$5.89$155.4KForm 4

All 64 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2024John Morris56$500.0K$8.6M80
2024Tim Murphy43$408.3K$2.7M80
2024David Guthrie58$408.3K$2.1M80
2024Jacob H. Moore37$367.5K$1.9M80
2024Tyler Dempsey51$393.0K$1.8M80
2023Chief Executive Officer$500.0K$8.9M80
2023Chief Financial Officer$397.5K$3.4M80
2023Chief Technology Officer$391.7K$2.8M80
2023Executive VicePresident,$389.6K$2.4M80
2023General Counsel$383.2K$2.2M80
2022Chief Executive Officer$475.8K$6.1M80
2022[through May 152025]$368.0K$2.0M80
2022General Counsel$370.4K$1.3M80
2022Chief Technology Officer$331.6K$1.2M80
2022Consumer Payments$218.0K$845.8K80

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 100. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
Forager Capital Management, LLC11,106,548$46.6M17.5%+1,863,711
Veradace Capital Management LLC7,207,690$30.3M23.9%+15,386
Private Management Group Inc6,509,679$27.3M0.7%+434,577
BlackRock, Inc.6,264,983$26.3M0.0%−15,965
American Century Companies Inc6,121,018$25.7M0.0%+2,033,497
Aqr Capital Management LLC4,498,993$18.9M0.0%+506,382
Vanguard Capital Management LLC3,083,792$13.0M0.0%−138,105
Dimensional Fund Advisors LP2,874,200$12.1M0.0%−70,247
Pacific Ridge Capital Partners, LLC2,240,738$9.4M1.7%+827,361
State Street Corp1,965,945$8.3M0.0%+215,554
Geode Capital Management, LLC1,779,170$7.5M0.0%+96,303
Sovereign's Capital Management, LLC1,692,881$7.1M4.7%+913,817
D. E. Shaw & Co., Inc.969,128$4.1M0.0%−664,533
Morgan Stanley920,195$3.9M0.0%−45,713
Vanguard Portfolio Management LLC862,407$3.6M0.0%+104,420
Deutsche Bank Ag\784,366$3.3M0.0%+111,678
Bank Of Montreal /can/765,532$3.2M0.0%+135,746
Whetstone Capital Advisors, LLC764,673$3.2M0.9%−1,925,966
Goldman Sachs Group Inc688,738$2.9M0.0%−343,423
Barclays PLC666,183$2.8M0.0%+368,941
Bridgeway Capital Management, LLC618,979$2.6M0.0%−11,525
Aequim Alternative Investments LP578,484$2.4M0.1%No change
Charles Schwab Investment Management Inc552,256$2.3M0.0%+6,743
Northern Trust Corp530,008$2.2M0.0%+1,989
Fmr LLC505,856$2.1M0.0%+299,274

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How Repay Holdings Corp is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARRepay Holdings Corp1
  • CIK0001720592
  • Employer ID (EIN)98-14960506
  • Filer statusAccelerated filer not an emerging growth company; not a smaller reporting company; not a shell company6
  • Incorporated inDelaware6
  • Fiscal year endsDecember 311
  • Industry code (SIC)7389 Services-Business Services, NEC1
  • SEC reviewing officeOffice of Trade & Services, Division of Corporation Finance1
  • Business address3060 Peachtree Road Nw, Suite 1100, Atlanta, GA 303051
  • Phone(404) 504-74721
  • Shares outstanding85,880,982 Common Class A shares; 100 Class V Common Stock shares as of Mar 4, 20266
  • Public float$399.7B as of Jun 30, 20256
  • AuditorGrant Thornton LLP, Atlanta, Georgia PCAOB ID 248; it also attests to the company’s internal control over financial reporting6
  • On EDGAR sinceOct 30, 20171
  • Filings1,023 in all: 4 (559), 8-K (102), SC 13G/A (38), 3 (35), 144 (29), 10-Q (25), SC 13G (22), CORRESP (20)1
    All 55 form types

    UPLOAD (17), 425 (16), SC 13D/A (13), 4/A (11), SCHEDULE 13D/A (11), SCHEDULE 13G/A (11), EFFECT (10), 10-K (8), S-8 (8), SCHEDULE 13G (8), S-3 (7), 10-K/A (6), DEF 14A (6), 8-K/A (5), ARS (4), S-1/A (4), S-4/A (4), SC 13D (4), 424B5 (3), S-3/A (3), 424B4 (2), 424B7 (2), 8-A12B (2), D (2), DRS (2), S-1 (2), SCHEDULE 13D (2), 144/A (1), 25-NSE (1), 3/A (1), 424B3 (1), 5 (1), CERT (1), DEFA14A (1), DEFC14A (1), DRS/A (1), DRSLTR (1), NT 10-Q (1), POS AM (1), POSASR (1), PRE 14A (1), PREC14A (1), RW (1), S-1MEF (1), S-3ASR (1), S-4 (1), S-8 POS (1)

  • Latest filingsAnnual report (10-K) Mar 9, 2026
    Quarterly report (10-Q) Aug 10, 2026
    Proxy statement (DEF 14A) Apr 30, 2025
    Latest 8-K (8-K) Aug 10, 2026

Securities registered for trading

ClassSymbolExchange
Class A Common Stock, par value $0.0001 per shareRPAYThe NASDAQ Stock Market LLC

From the cover page of the 10-K filed Mar 9, 2026 (Section 12(b) of the Exchange Act).6

Risk factors and legal proceedings

The risks Repay Holdings Corp names in Item 1A of its 10-K filed Mar 9, 2026: 47 risks under these headings, as written.6

  • Unless the context requires otherwise, “we,” “us,” “our,” “Repay” and the “Company” refer to the business of Repay Holdings Corporation and its subsidiaries. In the sections of the Risk Factors entitled “Risks Related to Our Ownership Structure” and “Risks Related to Our Class A Common Stock,” “we,” us” and “our” refer only to Repay Holdings Corporation excluding, unless the context requires otherwise or as expressly stated, its subsidiaries.
  • Risks Related to Our Business
  • The payment processing industry is highly competitive. Such competition could adversely affect the fees we receive, and as a result, our margins, business, financial condition and results of operations.
  • Unauthorized disclosure of client or consumer data, whether through breach of our computer systems, computer viruses or otherwise, could expose us to liability and protracted and costly litigation and damage our reputation.
  • If we cannot keep pace with rapid developments and changes in our industry, the use of our products and services could decline, causing a reduction in our revenues.
  • If our vertical markets do not increase their acceptance of electronic payments or if there are adverse developments in the electronic payment industry in general, our business, financial condition and results of operations may be adversely affected.
  • Industry consolidation within our vertical markets can adversely affect our growth or results.
  • Potential clients or software integration partners may be reluctant to switch to, or develop a relationship with, a new payment processor, which may adversely affect our growth.
  • Our sales efforts to large enterprises involve considerable time and expense with long and unpredictable sales cycles.
  • Our revenue is sensitive to shifts in payment mix.
  • If we fail to comply with the applicable requirements of payment networks and industry self-regulatory organizations, those payment networks or organizations could seek to fine us, suspend us or terminate our registrations through our sponsor banks.
  • We rely on sponsor banks in order to process electronic payment transactions, and such sponsor banks have substantial discretion with respect to certain elements of our business practices. If these sponsorships are terminated and we are not able to secure new sponsor banks, we will not be able to conduct our business.
The other 36 risks
  • To acquire and retain clients, we depend on our software integration partners that integrate our services and solutions into software used by our clients.
  • Failure to effectively manage risk and prevent fraud could increase our chargeback liability and other liability.
  • Our processes to reduce fraud losses depend in part on our ability to restrict the deposit of processing funds while we investigate suspicious transactions. We could be sued by parties alleging that our restriction and investigation processes violate federal and state laws on consumer protection, unfair business practices or other applicable laws. If we are unable to defend any such claim successfully, we could be required to restructure our anti-fraud processes in ways that would harm our business or pay substantial fines.
  • We receive savings related to favorable pricing or incentives on certain interchange and other payment network fees. To the extent we cannot maintain such savings and cannot pass along any corresponding increases in such fees to our clients, our operating results and financial condition may be materially adversely affected.
  • Our systems and those of our third-party providers may fail due to factors beyond our control, which could interrupt our service, resulting in our inability to process payments or provide ancillary services, loss of business, increase in costs and exposure to liability.
  • We rely on other service and technology providers. If such providers fail in or discontinue providing their services or technology to us, our ability to provide services to clients may be interrupted, and, as a result, our business, financial condition and results of operations could be adversely impacted.
  • We are subject to economic and political risk, the business cycles of our clients and software integration partners and the overall level of consumer and commercial spending, which could negatively impact our business, financial condition and results of operations.
  • Our risk management policies and procedures may not be fully effective in mitigating our risk exposure in all market environments or against all types of risks associated with providing payment processing solutions.
  • Certain payment funding methods expose us to the credit and/or operating risk of our clients.
  • We may not be able to continue to expand our share in our existing vertical markets or continue to expand into new vertical markets, which would inhibit our ability to grow and increase our profitability.
  • We may not be able to successfully manage our intellectual property and are subject to infringement claims.
  • The loss of key personnel or the loss of our ability to attract, recruit, retain and develop qualified employees, could adversely affect our business, financial condition and results of operations.
  • We have been the subject of various claims and legal proceedings and may become the subject of claims, litigation or investigations which could have a material adverse effect on our business, financial condition or results of operations.
  • We may not be able to successfully execute our growth strategies.
  • Our acquisitions subject us to a variety of risks that could harm our business and the anticipated benefits from our acquisitions may not be realized on the expected timeline or at all.
  • Actual or perceived adverse developments affecting financial institutions could have a material and adverse impact on our business, financial condition or results of operations.
  • Risks Related to Regulation
  • We and our clients are subject to extensive government regulation, and any new laws and regulations, industry standards or revisions made to existing laws, regulations or industry standards affecting our business, our clients’ businesses or the electronic payments industry, or our or our clients’ actual or perceived failure to comply with such obligations, may have an unfavorable impact on our business, financial condition and results of operations.
  • The businesses of many of our clients are strictly regulated in every jurisdiction in which they operate, and such regulations, and our clients’ failure to comply with them, could have an adverse effect on our clients’ businesses and, as a result, our results of operations.
  • We may be required to become licensed under state money transmission statutes.
  • We must comply with laws and regulations prohibiting unfair or deceptive acts or practices, and any failure to do so could materially and adversely affect our business.
  • Governmental regulations designed to protect or limit access to or use of consumer information could adversely affect our ability to effectively provide our products and services.
  • Changes in tax laws or their judicial or administrative interpretations, or becoming subject to additional U.S., state or local taxes that cannot be passed through to our clients, could negatively affect our business, financial condition and results of operations.
  • Failure to maintain effective systems of internal and disclosure control could have a material adverse effect on our results of operation and financial condition.
  • Risks Related to Our Indebtedness
  • Our level of indebtedness could adversely affect our ability to meet our obligations under our indebtedness, react to changes in the economy or our industry and to raise additional capital to fund operations.
  • Future operating flexibility is limited by the restrictive covenants in the Amended Credit Agreement, and we may be unable to comply with all covenants in the future.
  • We may not have the ability to raise the funds necessary to settle conversions of the 2029 Notes, or to repurchase the 2029 Notes upon a fundamental change, and our future debt may contain, limitations on our ability to pay cash upon conversion or repurchase of the 2029 Notes.
  • The conditional conversion feature of the 2029 Notes, if triggered, may adversely affect our financial condition and operating results.
  • Provisions in the indenture could delay or prevent an otherwise beneficial takeover of the Company
  • Risks Related to Our Ownership Structure
  • We are a holding company and our only material asset is our interest in Hawk Parent, and we are accordingly dependent upon distributions made by our subsidiaries to pay taxes, make payments under the Tax Receivable Agreement, meet our financial obligations under the Second Amended Credit Agreement or the 2029 Notes and pay dividends.
  • Under the Tax Receivable Agreement, we will be required to pay 100% of the tax benefits relating to tax depreciation or amortization deductions as a result of the tax basis step-up we receive in connection with the exchanges (including an exchange in a sale for cash) of Post-Merger Repay Units into our Class A common stock and related transactions, and those payments may be substantial.
  • In certain cases, payments under the Tax Receivable Agreement may exceed the actual tax benefits we realize or be accelerated.
  • Risks Related to our Class A Common Stock
  • Future issuances or sales of substantial amounts of our Class A common stock in the public market, or the perception that such issuances or sales may occur, could cause the market price for our Class A common stock to decline.
  • Our stock price may be volatile, which could negatively affect our business and operations.
  • Because we do not currently intend to pay dividends, holders of our Class A common stock will benefit from an investment in our Class A common stock only if it appreciates in value.
  • Delaware law and our governing documents contain certain provisions, including anti-takeover provisions that limit the ability of stockholders to take certain actions and could delay or discourage takeover attempts that stockholders may consider favorable.
  • Our certificate of incorporation designates a state or federal court located within the State of Delaware as the exclusive forum for substantially all disputes between us and our stockholders, which could limit our stockholders’ ability to choose the judicial forum for disputes with us or our directors, officers, or employees.

Legal proceedings

We are currently not a party to any legal proceedings that would be expected to have a material adverse effect on our business or financial condition. From time to time, we may be subject to litigation incidental to our business, as well as other litigation of a non-material nature in the ordinary course of business.

The opening of Item 3, Legal Proceedings.6

Sources

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