SEC FORM 3 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
 
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1. Name and Address of Reporting Person*
Cohen Alexander M

(Last) (First) (Middle)
3 WEST PACES FERRY ROAD
SUITE 200

(Street)
ATLANTA GA 30319

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
11/06/2023
3. Issuer Name and Ticker or Trading Symbol
Repay Holdings Corp [ RPAY ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Executive Vice President
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
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 121,888(1) D
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
Explanation of Responses:
1. Includes 107,950 unvested restricted shares of Class A common stock from previous grants as follows: (a) 579 unvested shares from an award of 2,315 restricted shares granted July 13, 2020, which are scheduled to vest in a final installment on July 13, 2024; (b) 3,010 unvested shares from an award of 6,020 restricted shares granted February 24, 2021, which are scheduled to vest in two remaining equal installments commencing February 24, 2024; (c) 11,208 unvested shares from an award of 14,943 restricted shares granted February 23, 2022, which are scheduled to vest in three remaining equal installments commencing February 23, 2024; (d) 36,057 unvested shares from an award of 48,076 restricted shares granted November 4, 2022, which are scheduled to vest in three remaining equal installments commencing November 4, 2024; and (e) 57,096 unvested restricted shares granted March 19, 2023, which are scheduled to vest in four equal installments commencing March 19, 2024.
Remarks:
Exhibit 24 - Power of Attorney
/s/Tyler B. Dempsey, as Attorney-in-Fact 11/13/2023
** 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.
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POWER OF ATTORNEY

Know all by these presents that the undersigned, does hereby make, constitute
and appoint each of Tyler B. Dempsey and Timothy J. Murphy, or any one of them,
as a true and lawful attorney-in-fact of the undersigned with full powers of
substitution and revocation, for and in the name, place and stead of the
undersigned (in the undersigned's individual capacity), to execute and deliver
such forms that the undersigned may be required to file with the U.S. Securities
and Exchange Commission as a result of the undersigned's ownership of or
transactions in securities of Repay Holdings Corporation (the "Company") (i)
pursuant to Section 16(a) of the Securities Exchange Act of 1934, as amended,
including without limitation, statements on Form 3, Form 4 and Form 5 (including
any amendments thereto) and (ii) in connection with any applications for EDGAR
access codes, including without limitation the Form ID. The Power of Attorney
shall remain in full force and effect until the undersigned is no longer
required to file Forms 3, 4 and 5 with regard to his or her ownership of or
transactions in securities of the Company, unless earlier revoked in writing.
The undersigned acknowledges that Tyler B. Dempsey and Timothy J. Murphy are not
assuming any of the undersigned's responsibilities to comply with Section 16 of
the Securities Exchange Act of 1934, as amended.


                                         By: /s/ Alex Cohen
                                         Name:  Alexander M. Cohen

                                         Date: November 8, 2023