TEXT-EXTRACT 2 filename2.txt August 9, 2019 Gregory Daily Chairman and Chief Executive Officer i3 Verticals, Inc. 40 Burton Hills Blvd., Suite 415 Nashville, TN 37215 Re: i3 Verticals, Inc. Registration Statement on Form S-3 Filed August 8, 2019 File No. 333-233126 Dear Mr. Daily: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rules 460 and 461 regarding requests for acceleration. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please contact Katherine Bagley at (202) 551-2545 with any questions. Sincerely, Division of Corporation Finance Office of Consumer Products cc: Jay Knight