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Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
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X0202 SCHEDULE 13D/A 0001539281 XXXXXXXX LIVE 6 Class A Common Stock, par value $0.0001 per share 06/03/2026 false 0001720592 76029L100 Repay Holdings Corp 3060 PEACHTREE ROAD NW SUITE 1100 ATLANTA GA 30305 Robert MacArthur (205) 383-4763 c/o Forager Fund, L.P. 2025 3rd Avenue North, Suite 350 Birmingham AL 35203 0001539281 Forager Fund, L.P. WC N DE 11106548.00 0.00 11106548.00 0.00 11106548.00 N 12.4 PN 0001802986 Forager Capital Management, LLC WC N DE 11106648.00 0.00 11106648.00 0.00 11106648.00 N 12.4 IA 0001877495 Edward Kissel AF N X1 0.00 11106648.00 0.00 11106648.00 11106648.00 N 12.4 IN HC 0001877496 Robert MacArthur AF N X1 0.00 11106648.00 0.00 11106648.00 11106648.00 N 12.4 IN HC Class A Common Stock, par value $0.0001 per share Repay Holdings Corp 3060 PEACHTREE ROAD NW SUITE 1100 ATLANTA GA 30305 The aggregate percentage of shares owned by each person named herein is based on 89,672,978 shares of Common Stock outstanding as of April 29, 2026, as reported in the Issuer's Quarterly Report on Form 10Q for the fiscal quarter ended March 31, 2026, filed with the Securities and Exchange Commission on May 4, 2026. On June 3, 2026, the Reporting Person issued a press release announcing its intention to withhold its vote from all of the directors standing for election at the Issuer's upcoming Annual Meeting to be held on June 10, 2026. In the press release the Reporting Person notes the reasons for withholding its votes, including that "Paul Garcia, Maryann Goebel, Pete Kight, Emnet Rios and Richard Thornburgh refused substantive engagement and repeatedly chose governance paths that left stockholders with no meaningful voice and the Board with more control." The Reporting Person continues to believe that a transaction involving the Issuer may be in the best interests of stockholders and remains willing to engage in discussions regarding a potential transaction. The foregoing description of the press release does not purport to be complete and is qualified in its entirety by reference to the full text of the press release, a copy of which is filed as Exhibit 99.5 hereto and incorporated herein by reference. There can be no assurance that any discussions that may occur between the Reporting Persons and the Issuer with respect to the proposal will result in the entry into a definitive agreement concerning a transaction or, if such a definitive agreement is reached, will result in the consummation of a transaction provided for in such definitive agreement. Discussions concerning a transaction may be terminated at any time and without prior notice. Entry into a definitive agreement concerning a transaction and the consummation of any such transaction will be subject to a number of contingencies that are beyond the control of the Reporting Persons, including the approval of the Board of Directors of the Issuer, and the satisfaction of any conditions to the consummation of a transaction set forth in any such definitive agreement. Item 7 of the Schedule 13D is hereby amended and supplemented to incorporate the following: The following document is filed as an exhibit: Exhibit 99.5 - Press Release, dated June 3, 2026 Forager Fund, L.P. /s/ Robert MacArthur Managing Partner 06/03/2026 Forager Capital Management, LLC /s/ Robert MacArthur Managing Partner 06/03/2026 Edward Kissel /s/ Edward Kissel Edward Kissel 06/03/2026 Robert MacArthur /s/ Robert MacArthur Robert MacArthur 06/03/2026