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Friday, February 27th, 2026

Repay Holdings Corporation Form 8-K Filing Summary, Key Entity Information & SEC Details (Feb 19, 2026)

REPAY Holdings Corp. 8-K Filing: 2026 Executive Compensation Program Details

REPAY Holdings Corp. Releases Details of 2026 Executive Annual Incentive Plan (AIP)

ATLANTA, GA, February 25, 2026 — Repay Holdings Corporation (“REPAY” or the “Company”) has filed an 8-K with the Securities and Exchange Commission, providing investors with important updates regarding its executive compensation structure for 2026. This report outlines the annual cash bonus program for executive officers, which could have implications for the Company’s performance and, ultimately, shareholder returns.

Key Points from the Report

  • Approval of 2026 Annual Incentive Plan (AIP): On February 19, 2026, the Compensation Committee of the Board approved the terms and performance objectives for annual cash bonuses for executive officers for the 2026 fiscal year.
  • Bonus Structure: The 2026 annual bonus for executives will be determined as follows:
    • 75% of the annual bonus is tied to the achievement of specific Company financial performance goals.
    • 25% is based on individual performance goals.
    • The key financial metric used is Adjusted EBITDA.
  • Performance Thresholds and Payouts:
    • If performance on any measure does not reach the minimum threshold, no bonus is awarded for that measure.
    • Reaching the minimum threshold awards 50% of the target bonus for that measure.
    • Meeting the target performance goal awards 100% of the target bonus for that measure.
    • Exceeding the maximum performance goal awards 200% of the target bonus for that measure.
    • For results between these levels, the actual bonus will be calculated using straight-line interpolation.
  • Executive Participation: All executive officers participate in the AIP at levels set by their respective employment agreements.

Potential Impact for Shareholders

  • Alignment of Executive Incentives with Shareholder Value: By tying the majority of executive bonuses (75%) to Adjusted EBITDA, the Company is closely aligning management incentives with the overall financial health and profitability of the business. This can help drive operational improvements and focus on bottom-line results.
  • High Performance, High Reward: The possibility of executives earning up to 200% of their target bonuses for exceeding maximum performance goals could lead to aggressive efforts to surpass targets, potentially resulting in outperformance.
  • Shareholder Relevance: Investors should note that executive compensation plans can have price-sensitive implications. If the Company’s financial performance significantly exceeds targets, not only could executives receive higher compensation, but this may also signal strong operating results, which can positively affect the Company’s share price. Conversely, missing targets could impact both executive morale and investor sentiment.
  • Governance and Transparency: The Company continues to demonstrate governance best practices by clearly disclosing the structure and rationale behind its executive compensation programs.

Other Noteworthy Details

  • SEC Compliance: The Company remains timely and compliant in its SEC reporting obligations, with this 8-K facilitating transparency for all stakeholders.
  • Company Overview: REPAY Holdings Corporation is incorporated in Delaware and headquartered at 3060 Peachtree Road NW, Suite 1100, Atlanta, GA 30305. Its Class A common stock trades on NASDAQ under the symbol “RPAY”.
  • Signatory: The filing was signed by Tyler B. Dempsey, General Counsel, on February 25, 2026.

Conclusion

This 8-K filing provides detailed insight into REPAY’s executive compensation structure for 2026, reinforcing the Company’s focus on driving strong financial performance and aligning management incentives with shareholder interests. Investors should monitor subsequent Company announcements for quarterly and annual Adjusted EBITDA performance, as this will directly affect executive compensation and could be a leading indicator for overall Company results.


Disclaimer: This article is for informational purposes only and should not be construed as investment advice. Investors should conduct their own research or consult with a financial advisor before making investment decisions. The information provided is based on the Company’s SEC filings and is believed to be accurate as of the publication date.


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