Repay Holdings Corp
For the period ended Jun 30, 2026. Filed Aug 10, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2026 · Filed Aug 10, 2026
RPAY$4.49+2.0%Stored close · as of Nov 9, 2026
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Item 6. Exhibits
The exhibits listed in the following exhibit index are furnished as part of this report.
EXHIBIT INDEX
| Exhibit | |
|---|---|
| Number | Exhibit Description |
| 2.1# | Stock Purchase Agreement, dated March 30, 2026, by and between Repay Holdings Corporation, Hearst KUBRA Holdings, Inc., KUBRA Holdings, Inc., and KUBRA Data Transfer Ltd. (incorporated by reference to Exhibit 2.1 to the Company’s Form 8-K filed on March 31, 2026). |
| 3.1 | Certificate of Corporate Domestication of Repay Holdings Corporation (incorporated by reference to Exhibit 3.1 to the Company’s Form 8-K filed on July 17, 2019). |
| 3.2(a) | Certificate of Incorporation of Repay Holdings Corporation (incorporated by reference to Exhibit 3.2 to the Company’s Form 8-K filed on July 17, 2019). |
| 3.2(b) | Amendment to the Certificate of Incorporation of Repay Holdings Corporation (incorporated by reference to Exhibit 3.1 to the Company’s Form 8-K filed on June 9, 2022). |
| 3.3 | Second Amended and Restated Bylaws of Repay Holdings Corporation (incorporated by reference to Exhibit 3.3 to the Company’s Form 10-Q filed on August 8, 2024). |
| 3.4 | Certificate of Designation for Series A Junior Participating Preferred Stock of Repay Holdings Corporation (incorporated by reference to Exhibit 3.1 to the Company’s Form 8-K filed on April 14, 2026). |
| 4.1 | Stockholder Rights Agreement, dated as of April 13, 2026, by and between Repay Holdings Corporation and Continental Stock Transfer & Trust Company (incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K filed on April 14, 2026). |
| 10.1 | Third Amended and Restated Repay Holdings Corporation Omnibus Incentive Plan (as Amended and Restated Effective as of June 10, 2026) (incorporated by reference to Annex A to the Company's proxy statement (File No. 001-38531), filed with the SEC on May 11, 2026). |
| 10.2 | Credit Agreement, dated June 1, 2026, by and among Repay Holdings Corporation, Hawk Parent Holdings LLC, Truist Bank, as Administrative Agent, and the other parties thereto (incorporate by reference to Exhibit 10.1 to the Company’s Form 8-K filed on June 1, 2026). |
| 10.3 | First Amendment to Credit Agreement, dated as of June 12, 2026, by and among Hawk Parent Holdings LLC, Truist Bank, as Administrative Agent, and the lender parties thereto (incorporate by reference to Exhibit 10.1 to the Company’s Form 8-K filed on June 15, 2026). |
| 10.4 | Form of Restricted Stock Employment Inducement Award Agreement (incorporated by reference to Exhibit 4.6 to the Company’s Form S-8 filed on June 16, 2026). |
| 10.5 | Form of Performance-Based Restricted Stock Units Employment Inducement Award Agreement (TSR) (incorporated by reference to Exhibit 4.7 to the Company’s Form S-8 filed on June 16, 2026). |
| 10.6 | Form of Performance-Based Restricted Stock Units Employment Inducement Award Agreement (Adjusted EBITDA) (incorporated by reference to Exhibit 4.8 to the Company’s Form S-8 filed on June 16, 2026). |
| 10.7 | Form of Restricted Stock Units Employment Inducement Award Agreement (incorporated by reference to Exhibit 4.6 to the Company’s Form S-8 filed on June 16, 2026). |
| 10.8 | Cooperation Agreement, dated July 13, 2026, by and between the Company and PCP Managers II, L.P. (incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed on July 14, 2026). |
| 31.1* | Certification of Principal Executive Officer of Repay Holdings Corporation pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
| 31.2* | Certification of Principal Financial Officer of Repay Holdings Corporation pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
| 32.1** | Certification of Principal Executive Officer of Repay Holdings Corporation pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
| 32.2** | Certification of Principal Financial Officer of Repay Holdings Corporation pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
| 101* | The following financial statements from the Company’s Form 10‑Q for the quarter ended June 30, 2026, formatted in Inline XBRL: (i) Condensed Consolidated Balance Sheets, (ii) Condensed Consolidated Statements of Operations, (iii) Condensed Consolidated Statements of Changes In Equity, (iv) Condensed Consolidated Statements of Cash Flows, and (v) Notes to the Unaudited Condensed Consolidated Financial Statements. |
| 104* | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
| * | Filed herewith. |
| ** | Furnished herewith. |
| # | Certain schedules and exhibits to this agreement have been omitted in accordance with Item 601(b)(2) of Regulation S-K. The descriptions of the omitted schedules and exhibits are contained within the relevant agreement. A copy of any omitted schedule and/or exhibit will be furnished supplementally to the SEC upon request. |
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