Item 8.01 Other Events.

On June 26, 2020, Repay Holdings Corporation (the "Registrant") issued a press release announcing the redemption of all of its outstanding warrants to purchase shares of the Company's Class A common stock that were issued under the Warrant Agreement, dated June 18, 2018, as amended on July 11, 2019 (the "Warrant Agreement"), by and between the Registrant and Continental Stock Transfer & Trust Company, as warrant agent. A copy of the press release is filed as Exhibit 99.1 hereto and is incorporated herein by reference.

A copy of the Notice of Redemption delivered by the Registrant is filed as Exhibit 99.2 attached hereto and is incorporated herein by reference. None of this Current Report on Form 8-K, the press release attached hereto as Exhibit 99.1 nor the Notice of Redemption attached hereto as Exhibit 99.2 constitutes an offer to sell or the solicitation of an offer to buy any Registrant securities, and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering, solicitation or sale would be unlawful.

Item 9.01. Financial Statements and Exhibits.





(d) Exhibits



 Exhibit No.                                 Description
99.1               Press release issued June 26, 2020
99.2               Notice of Redemption, dated June 26, 2020
104              Cover Page Interactive Data File (embedded within the Inline XBRL
                 document)

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