Priority Technology (PRTH) CAO has shares withheld to cover taxes

Rhea-AI Filing Summary

Priority Technology Holdings, Inc. Chief Accounting Officer Rajiv Kumar reported a disposition of company stock tied to tax withholding. On 01/05/2026, 11,571 shares of common stock were disposed of at $5.32 per share, described as shares withheld to satisfy tax obligations. Following this transaction, Kumar directly beneficially owned 56,074 common shares.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Kumar Rajiv

(Last) (First) (Middle)

C/O PRIORITY TECHNOLOGY HOLDINGS, INC.

2001 WESTSIDE PARKWAY, SUITE 155

(Street)

ALPHARETTA GA 30004

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Priority Technology Holdings, Inc. [ PRTH ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/05/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)
01/07/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/05/2026		D(1)		11,571	D	$5.32	56,074	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares withheld to satisfy tax obligations.

Remarks:

	Rajiv Kumar	01/29/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transaction did PRTH Chief Accounting Officer Rajiv Kumar report?

Rajiv Kumar reported a disposition of 11,571 shares of Priority Technology Holdings common stock. The transaction occurred on 01/05/2026 and is described as shares withheld to satisfy tax obligations, rather than a typical open‑market sale of shares.

At what price were Rajiv Kumar’s PRTH shares disposed of on 01/05/2026?

The 11,571 Priority Technology Holdings common shares tied to Rajiv Kumar’s transaction were valued at $5.32 per share. The filing characterizes the disposition as shares withheld to satisfy tax obligations, a common method for covering taxes on equity compensation.

How many PRTH shares does Rajiv Kumar own after this reported transaction?

After the reported 11,571-share disposition, Rajiv Kumar beneficially owns 56,074 shares of Priority Technology Holdings common stock. The filing classifies this remaining position as held directly, reflecting his ongoing equity stake as Chief Accounting Officer of the company.

Was Rajiv Kumar’s PRTH share disposition a tax withholding event?

Yes. The filing explains that the 11,571 Priority Technology Holdings shares were withheld to satisfy tax obligations. This indicates the disposition was related to tax withholding on equity compensation rather than a discretionary market sale initiated to change his investment position.

What SEC form reported Rajiv Kumar’s PRTH insider transaction?

The transaction was reported on an amended Form 4/A, which insiders use to disclose changes in beneficial ownership. This specific filing covers Rajiv Kumar’s 11,571-share disposition in Priority Technology Holdings common stock dated 01/05/2026, tied to tax withholding obligations.

What is Rajiv Kumar’s role at Priority Technology Holdings (PRTH)?

Rajiv Kumar is identified as an officer of Priority Technology Holdings, serving as Chief Accounting Officer. As a senior officer, he is required to report changes in his beneficial ownership of company stock through SEC Section 16 filings such as Form 4 and amendments.