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  4. [Form 3] Repay Holdings Corp Initial Statement of Beneficial Ownership

Repay Holdings (RPAY) major holder Forager reports 8.6M shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Repay Holdings Corp received an initial ownership report from Forager-related entities. The filing shows 8,600,100 shares of Class A common stock, including 8,600,000 shares held directly by Forager Fund, L.P. and 100 shares held directly by Forager Capital Management, LLC.

Messrs. Kissel and MacArthur, principals of the general partner, share authority to vote and dispose of these shares. Each reporting person disclaims beneficial ownership beyond any pecuniary interest, highlighting that the structure reflects a managed investment position rather than purely personal holdings.

Positive

  • None.

Negative

  • None.
Insider Forager Fund, L.P., Forager Capital Management, LLC, Kissel Edward Urban, MacArthur Robert Symmes
Role 10% Owner | 10% Owner | 10% Owner | 10% Owner
Type Security Shares Price Value
holding Class A Common Stock, $0.0001 par value per share -- -- --
Holdings After Transaction: Class A Common Stock, $0.0001 par value per share — 8,600,100 shares (Direct)
Footnotes (1)
  1. F1. 8,600,000 shares of the issuer's Class A common stock reported herein are directly held by Forager Fund, L.P., a Delaware limited partnership (the "Fund"). Forager Capital Management, LLC is the general partner of the Fund (the "General Partner") and directly holds 100 shares of Class A common stock. Each of Messrs. Kissel and MacArthur is a principal of the General Partner and has shared authority to vote (or direct the vote of), and to dispose (or direct the disposal) of, the shares on behalf of the General Partner. Each of the reporting persons disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein, if any.

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FAQ

What does the Forager Form 3 filing show for Repay Holdings (RPAY)?
The Form 3 shows Forager-related entities reporting ownership of 8,600,100 Repay Holdings Class A shares. This represents their status as significant shareholders and establishes a baseline of holdings rather than disclosing a new stock purchase or sale.

How many Repay Holdings (RPAY) shares does Forager Fund, L.P. report?
Forager Fund, L.P. reports holding 8,600,000 shares of Repay Holdings Class A common stock. These shares are directly held by the fund, with its general partner and principals having shared authority over voting and disposition decisions for the position.

What additional Repay Holdings (RPAY) shares does Forager Capital Management, LLC hold?
Forager Capital Management, LLC, the general partner of the fund, directly holds 100 shares of Repay Holdings Class A common stock. Together with the fund’s stake, the filing reports a total of 8,600,100 shares associated with the Forager reporting group.

Who are Kissel and MacArthur in relation to Repay Holdings (RPAY) ownership?
Messrs. Kissel and MacArthur are principals of Forager Capital Management, LLC. They share authority to vote and dispose of the reported Repay Holdings shares on behalf of the general partner, reflecting their management role over the fund’s investment position.

Do the Forager reporting persons claim full beneficial ownership of RPAY shares?
No. The filing states each reporting person disclaims beneficial ownership of the Repay Holdings shares except to the extent of his or its pecuniary interest. This clarifies that economic interests may differ from formal voting and investment authority.

Does the Forager Form 3 indicate recent buying or selling of Repay Holdings (RPAY)?
The Form 3 reflects holdings, not explicit recent trades. It reports the number of Repay Holdings shares owned following the reportable event, without classifying any portion as open-market purchases, sales, gifts, or other transactional changes.
SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
Forager Fund, L.P.
(Last) (First) (Middle)
2025 3RD AVE. N, SUITE 350
(Street)
BIRMINGHAM AL 35203
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
03/09/2026 		3. Issuer Name and Ticker or Trading Symbol
Repay Holdings Corp [ RPAY ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock, $0.0001 par value per share 8,600,100 D(1)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
Forager Fund, L.P.
(Last) (First) (Middle)
2025 3RD AVE. N, SUITE 350
(Street)
BIRMINGHAM AL 35203
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Forager Capital Management, LLC
(Last) (First) (Middle)
2025 3RD AVE. N, SUITE 350
(Street)
BIRMINGHAM AL 35203
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Kissel Edward Urban
(Last) (First) (Middle)
2025 3RD AVE. N, SUITE 350
(Street)
BIRMINGHAM AL 35203
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
MacArthur Robert Symmes
(Last) (First) (Middle)
2025 3RD AVE. N, SUITE 350
(Street)
BIRMINGHAM AL 35203
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. 8,600,000 shares of the issuer's Class A common stock reported herein are directly held by Forager Fund, L.P., a Delaware limited partnership (the "Fund"). Forager Capital Management, LLC is the general partner of the Fund (the "General Partner") and directly holds 100 shares of Class A common stock. Each of Messrs. Kissel and MacArthur is a principal of the General Partner and has shared authority to vote (or direct the vote of), and to dispose (or direct the disposal) of, the shares on behalf of the General Partner. Each of the reporting persons disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein, if any.
Remarks:
Exhibit Index: Exhibit 24.1 - Power of Attorney, Edward Kissel; Exhibit 24.2 - Power of Attorney, Robert MacArthur
/s/ Robert MacArthur, on behalf of Forager Capital Management, LLC as managing member 03/12/2026
/s/ Robert MacArthur, on behalf of Forager Fund L.P. as managing member of sole general partner 03/12/2026
/s/ Edward Kissel 03/12/2026
/s/ Robert MacArthur 03/12/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR