Private Management Group, Inc., a California-based investment adviser, filed an amended Schedule 13G/A reporting a significant passive stake in Repay Holdings Corp common stock as of 12/31/2025. The firm beneficially owns 5,412,492 shares.
This holding represents 6.64% of Repay’s common stock, calculated using 81,570,610 shares outstanding from Repay’s balance sheet. The filing notes that a Form 10-Q coversheet showing 86,062,133 shares outstanding would imply a 6.29% stake.
Private Management Group has sole voting and dispositive power over all reported shares, with no shared power. The shares are held in various separately managed client accounts, which have the right to receive dividends and sale proceeds. The firm certifies the position is held in the ordinary course of business and not for the purpose of changing or influencing control of Repay.
Repay Holdings Corporation received a Schedule 13G showing that Forager Fund, L.P., Forager Capital Management, LLC, and individuals Edward Kissel and Robert MacArthur together report beneficial ownership of 5,040,000 shares of Class A common stock. This stake represents 5.9% of the outstanding Class A shares, based on 86,062,133 shares outstanding as of November 6, 2025.
The filing explains that the Fund and its general partner hold sole voting and dispositive power over the 5,040,000 shares, while Messrs. Kissel and MacArthur share voting and dispositive power over the same shares. The reporting persons certify that the shares were not acquired and are not held for the purpose of changing or influencing control of Repay Holdings, but instead are reported on a passive basis.
BlackRock, Inc. has filed an amended Schedule 13G showing a significant passive ownership stake in Repay Holdings Corporation Class A stock. As of 12/31/2025, BlackRock reports beneficial ownership of 5,272,940 Class A shares, representing 6.1% of the outstanding class. It has sole power to vote 5,201,134 shares and sole power to dispose of 5,272,940 shares, with no shared voting or dispositive power.
The filing explains that these shares are held across certain BlackRock business units, and that various underlying persons or clients have rights to dividends or sale proceeds, but no single person has more than five percent of the total outstanding common shares. BlackRock certifies that the position was acquired and is held in the ordinary course of business and not for the purpose of changing or influencing control of Repay Holdings.
Repay Holdings Corporation reported a leadership change in its consumer payments business. On December 8, 2025, the company notified Jacob H. Moore, its Executive Vice President – Consumer Payments, that his employment will end effective December 23, 2025.
This represents the planned departure of a senior operating executive responsible for the consumer payments segment. The disclosure focuses on formally documenting this change in executive leadership.
Repay Holdings Corp (RPAY) director reports small share sale
A director of Repay Holdings Corp reported selling 4,500 shares of Class A common stock on 11/17/2025 at a price of $3.50 per share. After this transaction, the director beneficially owns 131,456 shares directly. According to the disclosure, the shares were sold to satisfy mandatory liquidation requirements of the reporting person's self-directed 401(k) plan in connection with a rollover.
Repay Holdings Corporation (RPAY) filed its Q3 2025 10‑Q, reporting a quarterly net loss of $6.6 million versus net income of $3.2 million a year ago. Revenue was $77.7 million compared with $79.1 million in Q3 2024, reflecting lower Business Payments revenue, partly offset by Consumer Payments. Year to date, revenue was $230.7 million and the net loss was $122.8 million.
Results include a previously disclosed goodwill impairment of $103.8 million recorded in 2025, primarily in Consumer Payments, which reduced goodwill to $613.0 million. Operating cash flow was $67.8 million for the nine months, while financing activities used $130.2 million, including share repurchases and TRA payments.
Repay continued to manage its capital structure: on August 22, 2025, it repurchased $73.5 million principal of 2026 convertible notes for $72.0 million, recording a $1.4 million gain. Principal outstanding was $146.5 million (2026) and $287.5 million (2029) at quarter‑end. Cash and cash equivalents were $95.7 million. As of November 6, 2025, Class A shares outstanding were 86,062,133, including 4,477,781 unvested restricted shares with voting rights.
Repay Holdings Corporation (RPAY) furnished an 8-K announcing quarterly results. The company issued a press release with results for the quarter ended September 30, 2025, and made an earnings supplement and investor presentation available on its investor relations site. These materials are attached as Exhibits 99.1, 99.2, and 99.3.
The disclosures under Items 2.02 and 7.01 are furnished pursuant to General Instruction B.2 and are not deemed “filed” under the Exchange Act. RPAY’s Class A common stock trades on The Nasdaq Stock Market LLC.
Repay Holdings Corporation announced that director Robert H. Hartheimer resigned from its Board of Directors, effective immediately, on October 27, 2025. The company stated that his resignation was not the result of any disagreements with Repay regarding operations, policies, or practices.
Repay’s Class A common stock trades on Nasdaq under the symbol RPAY. The filing does not indicate any changes to strategy or governance policies beyond this board transition.
Repay Holdings Corporation (RPAY) filed a Form S-8 registering securities for an employee benefit plan. The company is incorporated in Delaware with EIN 98-1496050. The filing incorporates by reference recent SEC reports, including the 2024 Form 10-K and 2025 Form 10-Qs, and cites exhibits such as the Certificate of Incorporation, bylaws, legal opinion, a Restricted Stock Employment Inducement Award Agreement dated September 8, 2025, auditor consent, and a filing fee table. Signatures of the CEO, CFO, CAO, and directors are dated September 26, 2025.
Repay Holdings Corp (RPAY) reporting person Jacob Hamilton Moore, Executive Vice President, sold 26,385 shares of Class A common stock on 09/12/2025 at a weighted-average price of $5.89 per share (individual sale prices ranged from $5.88 to $5.92). After the disposition, the reporting person beneficially owns 193,532 shares, reported as direct ownership. The filer notes the weighted-average price and offers to provide a breakdown of share quantities sold at each price upon request. The Form 4 was executed via a power of attorney.