SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Corsair Capital LLC

(Last) (First) (Middle)
717 FIFTH AVENUE, 24TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Repay Holdings Corp [ RPAY ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/06/2020
4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 08/06/2020 A(1) 13,882 A $0 38,772 I See Footnotes(2)(3)(4)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
Corsair Capital LLC

(Last) (First) (Middle)
717 FIFTH AVENUE, 24TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
1. Name and Address of Reporting Person*
CC Payment Holdings, L.L.C.

(Last) (First) (Middle)
C/O CORSAIR CAPITAL
717 FIFTH AVENUE, 24TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Corsair IV Payment Holdings Partners, L.P.

(Last) (First) (Middle)
C/O CORSAIR CAPITAL
717 FIFTH AVENUE, 24TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Corsair IV Management L.P.

(Last) (First) (Middle)
C/O CORSAIR CAPITAL
717 FIFTH AVENUE, 24TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Corsair IV Management AIV, L.P.

(Last) (First) (Middle)
C/O CORSAIR CAPITAL
717 FIFTH AVENUE, 24TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Corsair IV Payment Holdings Investors, L.P.

(Last) (First) (Middle)
C/O CORSAIR CAPITAL
717 FIFTH AVENUE, 24TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
Explanation of Responses:
1. On August 6, 2020, each of Richard E. Thornburgh and Jeremy Schein, directors of the Issuer, were granted as director compensation 6,941 restricted stock units ("RSUs") that vest on the earlier of: (a) the one-year anniversary of the grant date, and (b) the next regularly scheduled annual meeting of the stockholders of the Issuer following the grant date. The shares subject to the units will be issued to each of Messrs. Thornburgh and Schein, as applicable, after such individual ceases to be a director of the Issuer pursuant to the terms of the award agreement.
2. CC Payment Holdings, L.L.C. directly owns securities of the Issuer. Corsair Capital LLC is the general partner of (a) Corsair IV Management AIV, L.P., which is the general partner of Corsair IV Payment Holdings Partners, L.P. (which holds all of the limited liability company interests of the CC Payment Holdings, L.L.C.), and (b) Corsair IV Management L.P., which is (i) the managing member of the CC Payment Holdings, L.L.C., and (ii) the general partner of Corsair IV Payment Holdings Investors, L.P. (the majority limited partner of Corsair IV Payment Holdings Partners, L.P.) (collectively, the "Corsair Entities").
3. Mr. Thornburgh is a senior advisor of Corsair Capital LLC and Mr. Schein is an employee of Corsair Capital LLC or one of its affiliates (collectively, "Corsair"). Pursuant to arrangements, a portion of the value of these securities or of any disposition of these securities will be applied against certain management fees payable by certain Corsair Entities to Corsair pursuant to applicable fund documents.
4. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of such securities for purposes of Section 16 or for any other purpose or that any transaction reported herein is subject to Section 16.
CORSAIR CAPITAL LLC By: /s/ Ignacio Jayanti Name: Ignacio Jayanti Title: Managing Partner 08/10/2020
CC PAYMENT HOLDINGS, L.L.C. By: Corsair IV Management L.P., its managing member By: Corsair Capital LLC, its general partner By: /s/ Ignacio Jayanti Name: Ignacio Jayanti Title: Managing Partner 08/10/2020
CORSAIR IV PAYMENT HOLDINGS PARTNERS, L.P. By: Corsair IV Management AIV, L.P., its general partner By: Corsair Capital LLC, its general partner By: /s/ Ignacio Jayanti Name: Ignacio Jayanti Title: Managing Partner 08/10/2020
CORSAIR IV MANAGEMENT AIV, L.P. By: Corsair Capital LLC, its general partner By: /s/ Ignacio Jayanti Name: Ignacio Jayanti Title: Managing Partner 08/10/2020
CORSAIR IV MANAGEMENT L.P. By: Corsair Capital LLC, its general partner By: /s/ Ignacio Jayanti Name: Ignacio Jayanti Title: Managing Partner 08/10/2020
CORSAIR IV PAYMENT HOLDINGS PARTNERS, L.P. By: Corsair IV Management, L.P., its general partner By: Corsair Capital LLC, its general partner By: /s/ Ignacio Jayanti Name: Ignacio Jayanti Title: Managing Partner 08/10/2020
** Signature of Reporting Person Date
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