Sec Form 4 Filing - Corsair Capital LLC @ Repay Holdings Corp - 2020-09-22

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Corsair Capital LLC
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 _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
717 FIFTH AVENUE, 24TH FLOOR,
3. Date of Earliest Transaction (MM/DD/YY)
09/22/2020
(Street)
NEW YORK,, NY10022
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Post-Merger Repay Units ( 1 ) 09/22/2020 D( 2 ) 1,364,816 ( 1 ) ( 1 ) Class A Common Stock 1,364,816 $ 23.425 0 I See Footnotes ( 3 ) ( 4 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Corsair Capital LLC
717 FIFTH AVENUE, 24TH FLOOR
NEW YORK,, NY10022
X
CC Payment Holdings, L.L.C.
C/O CORSAIR CAPITAL
717 FIFTH AVENUE, 24TH FLOOR
NEW YORK,, NY10022
X
Corsair IV Payment Holdings Partners, L.P.
C/O CORSAIR CAPITAL
717 FIFTH AVENUE, 24TH FLOOR
NEW YORK,, NY10022
X
Corsair IV Management L.P.
C/O CORSAIR CAPITAL
717 FIFTH AVENUE, 24TH FLOOR
NEW YORK,, NY10022
X
Corsair IV Management AIV, L.P.
C/O CORSAIR CAPITAL
717 FIFTH AVENUE,24TH FLOOR
NEW YORK,, NY10022
X
Corsair IV Payment Holdings Investors, L.P.
C/O CORSAIR CAPITAL
717 FIFTH AVENUE, 24TH FLOOR
NEW YORK, NY10022
X
Signatures
CORSAIR CAPITAL LLC By: /s/ Ignacio Jayanti Name: Ignacio Jayanti Title: Managing Partner 09/23/2020
Signature of Reporting Person Date
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 09/23/2020
Signature of Reporting Person Date
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 09/23/2020
Signature of Reporting Person Date
CORSAIR IV MANAGEMENT AIV, L.P. By: Corsair Capital LLC, its general partner By: /s/ Ignacio Jayanti Name: Ignacio Jayanti Title: Managing Partner 09/23/2020
Signature of Reporting Person Date
CORSAIR IV MANAGEMENT L.P. By: Corsair Capital LLC, its general partner By: /s/ Ignacio Jayanti Name: Ignacio Jayanti Title: Managing Partner 09/23/2020
Signature of Reporting Person Date
CORSAIR IV PAYMENT HOLDINGS INVESTORS, 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 09/23/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These Post-Merger Repay Units represent non-voting limited liability company interests of Hawk Parent Holdings LLC. Pursuant to the terms of an exchange agreement, these units may be exchanged at the discretion of the holder for shares of Class A common stock of Repay Holdings Corporation (the "Issuer") on a one-for-one basis, or, at option of the Issuer, cash. These exchange rights do not expire.
( 2 )Reflects a sale of Post-Merger Repay Units by CC Payment Holdings, L.L.C. directly to the Issuer for cash in connection with an underwritten offering and the underwriter's exercise of its over-allotment option granted in connection with the offering.
( 3 )Reflects securities directly owned by CC Payment Holdings, L.L.C. 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 CC Payment Holdings, L.L.C.), and (b) Corsair IV Management L.P., which is (i) the managing member of 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.).
( 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.

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