Repay Holdings Corp (RPAY) - Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by Repay Holdings Corporation on February 19, 2026. The filing addresses Item 5.02 regarding the approval of compensatory arrangements for executive officers.
Key Financial Metrics
The filing does not provide specific financial data such as revenue, profit, cash flow, margins, debt, or liquidity figures. The document focuses exclusively on the structure of the 2026 Annual Incentive Plan (AIP).
Material Changes and Compensation Structure
On February 19, 2026, the Compensation Committee approved the 2026 AIP terms for executive officers. Key structural details include:
- Target Levels: Individual target bonus levels range from 50% to 100% of base salary.
- Performance Split: 75% of the bonus is based on Company financial performance, and 25% is based on individual performance goals.
- Company Metric: The specific metric for Company financial performance is Adjusted EBITDA.
- Payout Thresholds:
- Below minimum threshold: 0% award.
- At minimum threshold: 50% of target bonus.
- At target goal: 100% of target bonus.
- At or above maximum goal: 200% of target bonus.
- Calculation: Results between thresholds are calculated using straight-line interpolation.
Guidance, Outlook, and Risks
The filing contains no forward-looking guidance, management commentary on market conditions, or discussion of risks and contingencies beyond the standard terms of the bonus plan.
Investor Verification Checklist
- Verify the specific Adjusted EBITDA targets set for 2026 in subsequent filings or investor presentations.
- Review the individual employment agreements to confirm the exact base salary and target percentage for each executive officer.
- Monitor future 8-K filings or quarterly reports for actual Adjusted EBITDA performance against the established thresholds.