Alias Shaler 4

What Happened

• Alias Shaler, President and Director of Repay Holdings Corp (RPAY), had shares of Class A common stock withheld to cover tax liabilities tied to the vesting of time‑based restricted stock. The filing shows 5,500 shares withheld on 2026-02-19 at $3.14 ($17,270) and 2,524 shares withheld on 2026-02-23 at $3.06 ($7,723), a total of 8,024 shares and roughly $24,993. These were tax-withholding dispositions (not open‑market sales).

Key Details

• Transaction dates and prices:
  • 2026-02-19: 5,500 shares withheld @ $3.14 = $17,270
  • 2026-02-23: 2,524 shares withheld @ $3.06 = $7,723
• Total withheld: 8,024 shares, approx. $24,993.
• Filing timeliness: Form 4 filed 2026-02-23; report appears timely (within required filing window).
• Footnotes:
  • F1: Withholding covers tax liability related to vesting of previously reported time‑based restricted stock.
  • F2: Securities are held directly by an LLC wholly controlled by the reporting person.
• Shares owned after the transactions: Not specified in the filing.

Context

• This was a tax‑withholding event (code F), effectively a cashless disposition of vested restricted stock. Such withholdings are a routine administrative step to satisfy payroll/tax obligations and do not necessarily indicate the insider is selling shares for other reasons. The reporting person also disclaims beneficial ownership of shares held by the LLC except for any pecuniary interest, per the filing.