4/A: Forager Fund Amends SEC Filing on Repay Holdings Corp.

Sentiment:

Statement of Changes in Beneficial Ownership (Form 4 Amendment)


Forager Fund, L.P. has amended a prior SEC filing to correct transaction codes, clarifying that shares of Repay Holdings Corp. Class A common stock were acquired rather than disposed of.

Summary

  • This filing is an amendment to a previously submitted Form 4 by Forager Fund, L.P., Forager Capital Management, LLC, Edward Kissel, and Robert MacArthur.
  • The amendment corrects the transaction codes to reflect that shares of Repay Holdings Corp. Class A common stock were acquired by the reporting persons, not disposed of.
  • The original filing was made on April 9, 2026, and this amendment is dated April 10, 2026.
  • The transactions involved the acquisition of Class A Common Stock on April 7, 2026 (350,000 shares), April 8, 2026 (484,720 shares), and April 9, 2026 (78,991 shares).
  • The weighted average purchase prices for these acquisitions ranged from $2.315 to $2.45 for the first batch, $2.505 to $2.60 for the second, and $2.645 to $2.76 for the third.
  • Following these transactions, the total beneficial ownership of Class A Common Stock for Forager Fund, L.P. is reported as 11,106,648 shares.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral filing. It's an amendment to correct a reporting error, clarifying acquisitions rather than disposals, which is a positive clarification but doesn't introduce new strategic information.

Positives

  • Clarification of share acquisitions, confirming an increase in beneficial ownership by Forager Fund, L.P.
  • Detailed reporting of multiple share purchases across several days.
  • Transparency regarding weighted average purchase prices and the range of prices paid for the shares.

Negatives

  • The filing is an amendment, indicating an initial error in reporting, which could raise minor concerns about the accuracy of previous disclosures.

Risks

  • Potential for further inaccuracies in SEC filings, although this amendment aims to correct a specific error.
  • The disclaimer of beneficial ownership except to the extent of pecuniary interest could be a point of scrutiny for regulatory bodies.

Future Outlook

No specific future outlook or guidance is provided in this Form 4 amendment, which solely concerns past transactions.

Management Comments

  • "This Form 4 amendment is being filed solely to correct the acquisition/disposition code for each transaction reported in the Form 4 originally filed by the reporting persons on April 9, 2026 to indicate that the shares of Class A common stock were acquired (A) by the reporting persons rather than disposed of (D) by the reporting persons."
  • "The reporting persons undertake to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within this range."
  • "Each of the reporting persons disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein, if any."

Industry Context

StockSavvy.ai notes that Form 4 filings are standard for significant shareholders and insiders to report changes in beneficial ownership. Amendments, while not ideal, are common to correct clerical errors. The focus on Class A Common Stock and the specific reporting entities (Forager Fund, L.P., Forager Capital Management, LLC, and individuals) indicates active management of a significant stake in Repay Holdings Corp.

Stakeholder Impact

  • Shareholders: Increased clarity on the holdings of a significant investor, potentially indicating continued confidence or strategic interest.
  • Management: Requires diligence in ensuring accurate and timely SEC filings.
  • Regulatory Bodies: The amendment addresses a reporting discrepancy, maintaining compliance.

Next Steps

  • Continued monitoring of Forager Fund's beneficial ownership in Repay Holdings Corp.
  • Potential for further disclosures if additional transactions occur.

Key Dates

DateDescription
04/07/2026Earliest transaction date for Class A Common Stock acquisition.
04/09/2026Date of original Form 4 filing.
04/10/2026Date of amendment filing and signatures.

Keywords

Form 4, SEC Filing, Forager Fund, Repay Holdings Corp, RPAY, Class A Common Stock, Beneficial Ownership, Share Acquisition, Insider Trading, Amendment

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