SCHEDULE: Sunriver Management Discloses 3.9% Stake in Repay

Sunriver Management LLC and Randolph Willett Cook have disclosed a 3.9% passive beneficial ownership stake in Repay Holdings Corp's Class A Common Stock.

Summary

• Sunriver Management LLC and Randolph Willett Cook reported beneficial ownership of 3,718,652 shares of Repay Holdings Corp's Class A Common Stock.
• This represents 3.9% of the Class A Common Stock outstanding.
• The shares are held with shared voting power and shared dispositive power.
• The filing is an Amendment No. 1 to a Schedule 13G, indicating an update to a previously filed ownership statement.
• The reporting persons certify that the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of Repay Holdings Corp.
• All reported securities are directly owned by advisory clients of Sunriver Management LLC, with no single client beneficially owning more than 5% of the Class A Common Stock.

Sentiment

Score: 5

Explanation: The filing is a neutral, factual disclosure of passive ownership, providing no direct positive or negative operational news about the issuer.

Positives

• The disclosure indicates a significant, albeit passive, investment by Sunriver Management LLC and Randolph Willett Cook, potentially signaling confidence in Repay Holdings Corp.

Negatives

• No specific negative information about Repay Holdings Corp's operations or financial health is contained within this ownership disclosure.

Risks

• The filing itself does not introduce new risks specific to Repay Holdings Corp beyond general market and operational risks inherent to any publicly traded company.

Future Outlook

The filing is a passive ownership disclosure and does not provide forward-looking statements regarding Repay Holdings Corp's operational or financial performance. The reporting persons certify their intent to hold the shares in the ordinary course of business without seeking to influence control.

Management Comments

• The securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
• Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his, her or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Industry Context

This filing is a routine disclosure of passive ownership by an investment management firm and an individual. It does not provide specific insights into broader industry trends or competitive dynamics within the financial technology or payments processing sector where Repay Holdings Corp operates. It primarily reflects an investment decision by the reporting entities.

Comparison to Industry Standards

• This filing is a standard Schedule 13G Amendment No. 1, reporting a passive ownership stake. It does not contain operational or financial results from Repay Holdings Corp that would allow for a direct comparison to industry benchmarks or specific comparable companies like Block Inc. (SQ), Fiserv Inc. (FI), or Global Payments Inc. (GPN). The 3.9% stake is below the 5% threshold that typically triggers more activist scrutiny, aligning with a passive investment strategy.

Stakeholder Impact

• Shareholders: Provides transparency regarding a significant passive investor's stake, which could be viewed positively as a vote of confidence, though it does not imply active engagement or control.

Next Steps

• Repay Holdings Corp will continue its regular SEC reporting as a publicly traded company.
• Sunriver Management LLC and Randolph Willett Cook will update their beneficial ownership disclosures if their stake changes significantly (e.g., crosses 5% or changes intent).

Key Dates

Recommendation

This filing is a routine Schedule 13G Amendment No. 1, disclosing a passive ownership stake of 3.9% in Repay Holdings Corp. It provides no new operational or financial information about the company that would warrant a change in investment thesis. The reporting persons explicitly state their intent is not to influence control. Therefore, the filing itself does not present a compelling reason to buy or sell, suggesting a 'hold' recommendation based solely on this disclosure.

Keywords

Repay Holdings Corp, Sunriver Management LLC, Randolph Willett Cook, Schedule 13G, Beneficial Ownership, Class A Common Stock, Passive Investment, SEC Filing, Investment Management