Dempsey Tyler B 4

What Happened

• Tyler B. Dempsey, General Counsel of Repay Holdings Corp (RPAY), had 5,723 shares of Class A common stock withheld to cover his tax liability related to the vesting of time‑based restricted stock. The withheld shares were valued at $2.65 each, for a total of $15,166. This is a tax‑withholding disposition (routine), not an open‑market sale or a purchase.

Key Details

• Transaction date and price: March 19, 2026 — 5,723 shares withheld at $2.65 per share.
• Total value of shares withheld: $15,166.
• Shares owned after transaction: not specified in the reported filing.
• Footnote: The filing (F1) states these shares were withheld to satisfy the Reporting Person’s tax liability on previously reported vested time‑based restricted stock.
• Filing timeliness: Form 4 was filed March 23, 2026 (two business days after the transaction), which is timely under SEC rules.

Context

• This was a tax‑withholding (cashless/net settlement) event tied to RSU vesting, a common administrative action that does not necessarily indicate insider sentiment about the company. No open‑market sale or option exercise for cash was reported in this transaction.