REPAY Announces Inducement Award Grants for Matt Morrow

ATLANTA--(BUSINESS WIRE)--Repay Holdings Corporation (NASDAQ: RPAY) ("REPAY" or the “Company”), a leading provider of vertically-integrated payment solutions, today announced inducement award grants to Matthew E. Morrow in connection with his appointment as REPAY’s Executive Vice President – Consumer Payments.

REPAY agreed to grant Mr. Morrow equity awards with a total target value of $1,750,000 as a material inducement to his entering into employment with the Company. The awards were approved by the Compensation Committee (the “Compensation Committee”) of REPAY’s Board of Directors in accordance with Nasdaq Listing Rule 5635(c)(4). The awards consist of (i) 260,416 shares of restricted stock (“RSAs”), representing 50% of the total target value, which will vest in equal annual installments over a four-year period beginning on the grant date, and (ii) 260,416 performance-based restricted stock units (“PSUs”), representing 50% of the total target value, which will vest, if at all, at the end of the three-year performance period ending December 31, 2028, based on the achievement of performance criteria established by the Compensation Committee, in each case, subject to Mr. Morrow’s continued service through the applicable vesting dates.

50% of the PSUs (with the number of PSUs disclosed above reflecting target performance) will be based on the Company’s total shareholder return (“TSR”) relative to the Russell 2000 Index over the performance period, with payout levels ranging from 0% to 200% of target based on percentile performance. The remaining 50% of the PSUs will be based on the Company’s achievement of pre-established Adjusted EBITDA growth targets over the performance period, with payout levels similarly ranging from 0% to 200% of target based on performance.

The number of RSAs and PSUs was determined by dividing the applicable portion of the total target value by the closing price of REPAY’s Class A common stock on the grant date of May 12, 2026. The awards were granted outside of REPAY’s equity incentive plans and are subject to the terms and conditions of the applicable award agreements covering the grants.

About REPAY

REPAY provides integrated payment processing solutions to verticals that have specific transaction processing needs. REPAY's proprietary, integrated payment technology platform reduces the complexity of electronic payments for clients, while enhancing the overall experience for consumers and businesses.