Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.
performance-based restricted stock unitsfinancial
Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.
total shareholder returnfinancial
Total shareholder return is the overall gain an investor gets from owning a stock, combining changes in the share price plus any cash payouts like dividends, and assuming those payouts are reinvested in more shares. Investors use it like a single score that shows the true return on their investment—similar to checking both the growth of a savings account and the interest earned—to compare how well different companies or investments perform over time.
Russell 2000 Indexfinancial
A stock-market benchmark that tracks about 2,000 small-cap U.S. companies, the Russell 2000 gives a snapshot of how smaller publicly traded firms are performing. Investors use it like a thermometer or yardstick for the small-company segment of the market—funds and portfolio managers compare returns to it, and its movements can signal changes in economic risk appetite or growth expectations; it is weighted so larger small companies have a bigger influence on the index.
Adjusted EBITDAfinancial
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
Nasdaq Listing Rule 5635(c)(4)regulatory
NASDAQ Listing Rule 5635(c)(4) is a rule that requires a company to get approval from its shareholders before selling a large amount of its shares, usually over 20%. This helps protect investors by making sure the company doesn't flood the market with new shares without their say, which could lower the stock's value.
See more from StockTitan in Google Search and AI answers.Adds StockTitan as a preferred source · opens Google
ATLANTA--(BUSINESS WIRE)--
Repay Holdings Corporation (NASDAQ: RPAY) ("REPAY" or the “Company”), a leading provider of vertically-integrated payment solutions, today announced inducement award grants to Matthew E. Morrow in connection with his appointment as REPAY’s Executive Vice President – Consumer Payments.
REPAY agreed to grant Mr. Morrow equity awards with a total target value of $1,750,000 as a material inducement to his entering into employment with the Company. The awards were approved by the Compensation Committee (the “Compensation Committee”) of REPAY’s Board of Directors in accordance with Nasdaq Listing Rule 5635(c)(4). The awards consist of (i) 260,416 shares of restricted stock (“RSAs”), representing 50% of the total target value, which will vest in equal annual installments over a four-year period beginning on the grant date, and (ii) 260,416 performance-based restricted stock units (“PSUs”), representing 50% of the total target value, which will vest, if at all, at the end of the three-year performance period ending December 31, 2028, based on the achievement of performance criteria established by the Compensation Committee, in each case, subject to Mr. Morrow’s continued service through the applicable vesting dates.
50% of the PSUs (with the number of PSUs disclosed above reflecting target performance) will be based on the Company’s total shareholder return (“TSR”) relative to the Russell 2000 Index over the performance period, with payout levels ranging from 0% to 200% of target based on percentile performance. The remaining 50% of the PSUs will be based on the Company’s achievement of pre-established Adjusted EBITDA growth targets over the performance period, with payout levels similarly ranging from 0% to 200% of target based on performance.
The number of RSAs and PSUs was determined by dividing the applicable portion of the total target value by the closing price of REPAY’s Class A common stock on the grant date of May 12, 2026. The awards were granted outside of REPAY’s equity incentive plans and are subject to the terms and conditions of the applicable award agreements covering the grants.
About REPAY
REPAY provides integrated payment processing solutions to verticals that have specific transaction processing needs. REPAY's proprietary, integrated payment technology platform reduces the complexity of electronic payments for clients, while enhancing the overall experience for consumers and businesses.
