Priority Technology COO withholds 12,762 shares

Priority Technology’s COO had shares withheld to cover taxes, reducing his direct holdings modestly while keeping a substantial position.

This filing corrects an earlier one, and you can read the original Form 4 if you want to see what changed.

Rhea-AI Filing Summary

Priority Technology Holdings, Inc. (PRTH) reported that Chief Operating Officer Ram Ranjana disposed of 12,762 shares of common stock to the issuer on February 18, 2026 at $5.50 per share. According to the filing, these shares were withheld to satisfy tax obligations, and Ranjana held 696,704 shares directly after the transaction. No Rule 10b5-1 trading plan is reported for this transaction.

Insider Trade Summary

Disposition: 12,762 shares

Disposition 1 txn

Insider Ram Ranjana

Role Chief Operating Officer

Type	Security	Shares	Price	Value
Disposition	Common Stock F1	12,762	$5.50	$70K

Holdings After Transaction: Common Stock — 696,704 shares (Direct)

Footnotes (1)

1. F1. Shares withheld to satisfy tax obligations.

Key Figures

Shares disposed to issuer: 12,762 shares Transaction price per share: $5.50 per share Shares held after transaction: 696,704 shares

3 metrics

Shares disposed to issuer 12,762 shares Common stock withheld on February 18, 2026 to satisfy tax obligations

Transaction price per share $5.50 per share Price applied to the 12,762-share disposition on February 18, 2026

Shares held after transaction 696,704 shares Direct PRTH common stock holdings of COO Ram Ranjana after the disposition

Key Terms

Disposition to issuer, withheld to satisfy tax obligations, Rule 10b5-1

3 terms

Disposition to issuer financial

"reported that Chief Operating Officer Ram Ranjana disposed of 12,762 shares of common stock to the issuer"

withheld to satisfy tax obligations financial

"According to the filing, these shares were withheld to satisfy tax obligations"

Rule 10b5-1 regulatory

"No Rule 10b5-1 trading plan is reported for this transaction"

Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did PRTH report for Chief Operating Officer Ram Ranjana?

Ram Ranjana reported a disposition of 12,762 PRTH common shares to the issuer on February 18, 2026 at $5.50 per share, with the shares withheld to satisfy tax obligations and not sold in the open market.

How many PRTH shares does COO Ram Ranjana hold after this Form 4/A transaction?

After the reported transaction, Chief Operating Officer Ram Ranjana directly held 696,704 shares of Priority Technology Holdings, Inc. common stock, as stated in the Form 4/A filing.

Was the PRTH insider transaction by the COO part of a Rule 10b5-1 plan?

No. The Form 4/A shows the Rule 10b5-1 checkbox as not affirmed, and no footnote indicates a trading plan, so the transaction is not reported as being under a Rule 10b5-1 plan.

What was the purpose of the 12,762-share disposition reported by PRTH’s COO?

A footnote states that the 12,762 shares were withheld to satisfy tax obligations. This indicates the disposition to the issuer was for tax withholding rather than a discretionary market sale.

What price was used for the PRTH shares withheld for taxes in the COO’s Form 4/A?

The transaction used a price of $5.50 per share for the 12,762 Priority Technology Holdings, Inc. common shares disposed to the issuer on February 18, 2026.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/16/2026 - 09:18 PM Accepted by SEC EDGAR 09/16/2026 - 09:17 PM Learn about SEC filing dates

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Ram Ranjana

(Last) (First) (Middle)

C/O PRIORITY TECHNOLOGY HOLDINGS, INC.

2001 WESTSIDE PARKWAY, SUITE 155

(Street)

ALPHARETTA GEORGIA 30004

(City) (State) (Zip)

UNITED STATES

(Country)

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 Operating Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026

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

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

4. If Amendment, Date of Original Filed (Month/Day/Year)
02/20/2026

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	02/18/2026		D(1)		12,762	D	$5.5	696,704	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:

	/s/ Bradley J. Miller (Attorney-In-Fact)	09/17/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)