SCHEDULE: Forager Capital Discloses 5.9% Stake in Repay Holdings

Forager Capital Management, LLC and affiliated entities, including Edward Kissel and Robert MacArthur, have disclosed a 5.9% beneficial ownership stake in Repay Holdings Corporation's Class A Common Stock.

Summary

• Forager Capital Management, LLC, Forager Fund, L.P., Edward Kissel, and Robert MacArthur (collectively, the "Reporting Persons") have filed a Schedule 13G.
• The filing reports beneficial ownership of 5,040,000 shares of Repay Holdings Corporation's Class A Common Stock.
• This represents 5.9% of the Class A Common Stock outstanding.
• The percentage is based on 86,062,133 shares outstanding as of November 6, 2025, as reported in Repay Holdings Corporation's Form 10-Q filed on November 10, 2025.
• The Reporting Persons certify that the securities were not acquired and are not held for the purpose of changing or influencing control of Repay Holdings Corporation.
• Forager Capital Management, LLC and Forager Fund, L.P. each hold sole voting and dispositive power over 5,040,000 shares.
• Edward Kissel and Robert MacArthur each hold shared voting and dispositive power over 5,040,000 shares.

Sentiment

Score: 5

Explanation: The filing is a neutral, factual disclosure of beneficial ownership, neither inherently positive nor negative for the company's operational performance, but indicates institutional interest.

Positives

• A significant institutional investor group, Forager Capital Management, LLC and its affiliates, has taken a 5.9% passive stake in Repay Holdings Corporation, potentially signaling confidence in the company.
• The filing explicitly states the stake is not for changing or influencing control, indicating a passive investment strategy.

Risks

• No specific risks related to Repay Holdings Corporation are mentioned in this Schedule 13G filing, as its purpose is solely beneficial ownership disclosure.

Future Outlook

The filing is a disclosure of beneficial ownership and does not contain any forward-looking statements or guidance regarding Repay Holdings Corporation's future outlook.

Management Comments

• The filing does not contain notable quotes or paraphrased statements from Repay Holdings Corporation's management. The Reporting Persons certified that the securities were not acquired to change or influence control of the issuer.

Industry Context

This filing indicates a significant passive investment by an institutional fund in Repay Holdings Corporation, a company operating in the payment processing industry. Such disclosures are common and reflect ongoing portfolio adjustments by investment firms. A 5.9% stake suggests a notable, but non-controlling, position within the sector.

Comparison to Industry Standards

• This filing is a standard Schedule 13G, which is a routine disclosure for investors acquiring more than 5% of a company's stock with a passive intent. It aligns with regulatory requirements for transparency in significant ownership stakes. No specific comparable companies or projects are mentioned within the filing itself, as its purpose is solely to report ownership.

Corporate Governance

Stakeholder Impact

• Shareholders: The disclosure of a significant institutional stake may be viewed positively, indicating investor confidence and potentially attracting further institutional interest.
• Management: Awareness of a new significant passive shareholder group.

Next Steps

• The Reporting Persons will be required to file amendments to this Schedule 13G if there are material changes to their beneficial ownership of Repay Holdings Corporation securities.

Key Dates

Recommendation

This filing is a routine disclosure of a passive beneficial ownership stake by an institutional investor group. While it indicates institutional interest in Repay Holdings Corporation, it does not provide new information about the company's operational performance, financial health, or strategic direction that would warrant a 'buy' or 'sell' recommendation. The stated passive intent suggests no immediate plans to influence control, making a 'hold' recommendation appropriate based solely on this filing, pending further analysis of the company's fundamentals.

Keywords

Repay Holdings Corporation, Forager Capital Management, Schedule 13G, Beneficial Ownership, Class A Common Stock, Institutional Investor, Passive Investment, SEC Filing, Payment Processing