Priority Technology Hldgs Inc SEC Filings

Priority Technology Holdings, Inc. (PRTH) reported a Form 4 showing an equity award to its Chief Financial Officer. On November 21, 2025, the CFO received 138,462 restricted stock units (RSUs), each representing the right to receive one share of common stock. These RSUs vest in three equal installments of 46,154 units on February 18, 2026, February 18, 2027, and February 18, 2028, contingent on the executive’s continued employment with the company. The RSUs are reported as derivative securities with an exercise price of $0 and are held directly.

Priority Technology Holdings, Inc. (PRTH) reported an insider equity award for its Chief Strategy Officer on a Form 4. On November 21, 2025, the officer received 61,539 restricted stock units (RSUs), each representing the right to receive one share of common stock. These RSUs vest in three equal installments of 20,513 units on February 18, 2026, February 18, 2027, and February 18, 2028, subject to continued employment. Following this transaction, the reporting person beneficially owned 711,853 shares of PRTH common stock held directly.

Priority Technology Holdings, Inc. (PRTH) reported an equity award to its Chief Operating Officer on a Form 4. On November 21, 2025, the executive received 69,231 restricted stock units (RSUs), each representing the right to receive one share of common stock. These RSUs vest in three equal installments of 23,077 shares on February 18, 2026, February 18, 2027, and February 18, 2028, contingent on continued employment. Following this grant, the reporting person beneficially owns 686,389 shares of PRTH common stock directly, aligning their compensation more closely with the company’s long-term share performance.

Priority Technology Holdings, Inc. (PRTH) reported a Form 4 filing showing an equity award to its Chief Accounting Officer, Rajiv Kumar. On November 21, 2025, he was granted 11,539 restricted stock units (RSUs), each representing the right to receive one share of the company’s common stock.

The RSUs vest in three installments, with 3,847 units vesting on February 18, 2026, 3,846 units vesting on February 18, 2027, and 3,846 units vesting on February 18, 2028, subject to his continued employment with the company. This filing reflects routine executive equity compensation rather than a company-level financing or business transaction.

Priority Technology Holdings (PRTH) reported that its board formed a special committee of independent and disinterested directors to evaluate a preliminary, non-binding proposal submitted by Chairman and CEO Thomas Priore, dated November 9, 2025. The announcement was made on November 10, 2025 and a press release was furnished as Exhibit 99.1.

The move places review of the CEO’s proposal with a committee focused on independence and process. Further details are contained in the accompanying press release.

Priority Technology Holdings (PRTH) disclosed a preliminary, non-binding proposal from an investor group led by Chairman and CEO Thomas Priore to acquire the remaining common shares not currently held by Mr. Priore and his affiliated entities. The Company announced receipt of the approach on November 10, 2025, with the proposal dated November 9, 2025.

The disclosure was made under Item 8.01 (Other Events). A press release and the proposal letter were furnished as Exhibits 99.1 and 99.2, respectively. The filing characterizes the approach as an initial indication only, and it does not describe any board response or definitive transaction.

Priority Technology Holdings (PRTH) reported Q3 2025 results. Revenue was $241.4 million, up from $227.0 million a year ago, as Merchant Solutions and Treasury Solutions grew. Operating income was $37.8 million versus $38.1 million. Net income attributable to common stockholders rose to $27.6 million, or $0.34 per diluted share, compared with $5.5 million, or $0.07 per diluted share, helped by a tax benefit.

For the first nine months, revenue reached $705.9 million versus $652.6 million, and net income to common stockholders was $46.7 million versus a loss of $20.2 million. The company completed acquisitions of Payslate (Letus) and Sila, recognizing a $3.5 million bargain purchase gain related to Sila, and purchased Boom Commerce residual portfolio rights ($73.5 million cash plus $13.5 million in shares and potential earn-outs). PRTH amended its 2024 Credit Agreement, increasing the term facility to $1.0 billion and extending maturities, and added a Residual Finance Credit Facility with $50.0 million commitment ($23.9 million drawn). Shares outstanding were 81,871,568 as of October 31, 2025.

Priority Technology Holdings, Inc. furnished an 8-K announcing it issued a press release with financial results for the quarter ended September 30, 2025.

The company will host an earnings conference call and webcast at 10:00 a.m. Eastern Time on November 6, 2025 to discuss the results. The press release is furnished as Exhibit 99.1, and a supplemental slide presentation for the call is furnished as Exhibit 99.2. The furnished materials are not deemed filed under the Exchange Act.