Repay Holdings Corp: Board Changes & Officer Compensation Update
Ticker: RPAY · Form: 8-K · Filed: Jun 3, 2024 · CIK: 1720592
| Field | Detail |
|---|---|
| Company | Repay Holdings Corp (RPAY) |
| Form Type | 8-K |
| Filed Date | Jun 3, 2024 |
| Risk Level | medium |
| Pages | 3 |
| Reading Time | 4 min |
| Key Dollar Amounts | $0.0001 |
| Sentiment | neutral |
Sentiment: neutral
Topics: governance, officer-compensation, board-of-directors
TL;DR
Repay Holdings Corp filed an 8-K detailing board changes and executive comp updates.
AI Summary
Repay Holdings Corporation announced on May 30, 2024, a significant event related to its board of directors and executive compensation. The filing details the departure of certain directors, the election of new directors, and updates to compensatory arrangements for its officers. Additionally, the company submitted matters to a vote of its security holders and filed financial statements and exhibits.
Why It Matters
Changes in board composition and executive compensation can signal shifts in company strategy, governance, and future performance, impacting investor confidence.
Risk Assessment
Risk Level: medium — Board and executive changes, along with votes and financial filings, can introduce uncertainty or signal strategic shifts that may affect the company's stock price.
Key Players & Entities
- Repay Holdings Corporation (company) — Registrant
- May 30, 2024 (date) — Date of earliest event reported
- Thunder Bridge Acquisition Ltd (company) — Former company name
FAQ
What specific items were submitted to a vote of security holders?
The filing indicates that matters were submitted to a vote of security holders, but the specific details of these matters are not provided in the excerpt.
Who are the newly elected directors of Repay Holdings Corp?
The filing mentions the election of directors but does not list the names of the newly elected individuals in the provided text.
What are the key changes in the compensatory arrangements for officers?
The filing notes updates to compensatory arrangements for certain officers, but the specific details of these changes are not elaborated upon in the excerpt.
When did Repay Holdings Corporation change its name from Thunder Bridge Acquisition Ltd?
The date of the name change from Thunder Bridge Acquisition Ltd to Repay Holdings Corporation was October 24, 2017.
What is the principal business address of Repay Holdings Corporation?
The principal business address is 3 West Paces Ferry Road, Suite 200, Atlanta, Georgia 30305.
Filing Stats: 965 words · 4 min read · ~3 pages · Grade level 12.5 · Accepted 2024-06-03 16:05:42
Key Financial Figures
- $0.0001 — tered Class A common stock, par value $0.0001 per share RPAY The Nasdaq Stock Mar
Filing Documents
- rpay-20240530.htm (8-K) — 76KB
- 0000950170-24-067956.txt ( ) — 189KB
- rpay-20240530.xsd (EX-101.SCH) — 24KB
- rpay-20240530_htm.xml (XML) — 5KB
07 Submission of Matters to a Vote of Security Holders
Item 5.07 Submission of Matters to a Vote of Security Holders. Proxies for the Annual Meeting were solicited pursuant to Section 14(a) of the Securities Exchange Act of 1934, as amended, and there was no solicitation in opposition of the Board's solicitation. At the Annual Meeting, the Company's stockholders considered six proposals disclosed in the Company's Proxy Statement. The final voting results were as follows: Proposal 1: Election of Directors for Terms Expiring at the 2025 Annual Meeting of Stockholders. Shares Voted For Shares Withheld Broker Non-Votes Shaler Alias 74,186,605 2,255,740 13,698,771 Paul R. Garcia 76,195,008 247,337 13,698,771 Maryann Goebel 74,788,624 1,653,721 13,698,771 Robert H. Hartheimer 74,204,272 2,238,073 13,698,771 William Jacobs 73,227,226 3,215,119 13,698,771 Peter J. Kight 68,205,997 7,628,884 14,306,235 John Morris 76,211,261 231,084 13,698,771 Emnet Rios 74,625,727 1,816,618 13,698,771 Richard E. Thornburgh 72,042,104 4,400,241 13,698,771 As a result, each nominee was elected to serve as a director for a term expiring at the 2025 annual meeting of stockholders. Proposal 2: Advisory Vote on Executive Compensation. Shares Voted For Shares Voted Against Abstained Broker Non-Votes 73,703,694 2,498,755 239,895 13,698,772 As a result, the Company's stockholders approved, on a non-binding advisory basis, the compensation of the Company's named executive officers. Proposal 3: Approval and Adoption of an Amendment and Restatement of the Omnibus Incentive Plan. Shares Voted For Shares Voted Against Abstained Broker Non-Votes 71,386,796 5,011,830 43,718 13,698,772 As a result, the Company's stockholders approved and adopted the Second Amended and Restated Omnibus Incentive Plan. Proposal 4: Ratification of the Audit Committee's Appointment of Grant Thornton, LLP as the Independent Registered Public Accountant. Sha
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 10.1 Second Amended and Restated Repay Holdings Corporation Omnibus Incentive Plan (as Amended and Restated Effective as of May 30, 2024) (incorporated by reference to Annex A to the Company's proxy statement (File No. 001-38531), filed with the SEC on April 19, 2024) 104 Cover page (formatted in Inline XBRL)
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Repay Holdings Corporation Date: June 3, 2024 By: /s/ Tyler B. Dempsey Tyler B. Dempsey General Counsel and Corporate Secretary