Forager Fund to Withhold Votes for Repay Holdings Directors Amid Governance Concerns

On June 3, 2026, Forager Fund, L.P. filed an amendment to its Schedule 13D regarding Repay Holdings Corp (RPAY), maintaining a 12.4% ownership stake with 11,106,548 shares. The filing highlights a significant escalation in activist activity. Forager issued a press release announcing its intention to withhold votes from all director nominees standing for election at the upcoming Annual Meeting on June 10, 2026. The reporting person cited a refusal of substantive engagement by several board members, including Paul Garcia and Pete Kight, and criticized the board for choosing governance paths that limit stockholder influence. Despite the conflict, Forager expressed a continued belief that a transaction involving the issuer could be in the best interests of stockholders and remains open to discussions regarding a potential deal. This filing underscores Forager's dissatisfaction with current leadership and its push for strategic changes or a sale of the company.