STOCK TITAN
  1. Home
  2. Sec-filings
  3. PRTH
  4. [Form 4] Priority Technology Holdings, Inc. Insider Trading Activity

Priority Technology (NASDAQ: PRTH) director exercises RSUs, withholds shares for tax

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Priority Technology Holdings director Michael Passilla exercised equity awards and adjusted his holdings in company stock. On April 1, 2026, he converted 4,296 restricted stock units into 4,296 shares of common stock at no exercise price. Of these, 1,168 shares were withheld to satisfy tax obligations at a price of $4.72 per share, leaving him with 134,328 shares held directly after the transactions.

He also has 76,052 shares held indirectly through Posillipo Ventures, Inc., where he is a managing member. Separately, on February 5, 2026, he was granted 17,182 restricted stock units that vest in four equal 25% installments between April 1, 2026 and January 1, 2027, contingent on continued service as a director.

Positive

  • None.

Negative

  • None.
Insider Passilla Michael
Role Director
Type Security Shares Price Value
Exercise Restricted Stock Unit 4,296 $0.00 --
Exercise Common Stock 4,296 $0.00 --
Disposition Common Stock 1,168 $4.72 $6K
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Unit — 12,886 shares (Direct); Common Stock — 135,496 shares (Direct); Common Stock — 76,052 shares (Indirect, see footnote)
Footnotes (1)
  1. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock. Shares withheld to satisfy tax obligations. Shares acquired by Posillipo Ventures, Inc., a limited liability company of which the reporting person is a managing member. On February 5, 2026, the Reporting Person was granted 17,182 restricted stock units which vest 25% on April 1, 2026, 25% on July 1, 2026, 25% on October 1, 2026, and 25% on January 1, 2027 subject to the Reporting Person's continued service as a director of the Issuer.
RSUs exercised 4,296 units Restricted stock units converted to common stock on April 1, 2026
Shares withheld for taxes 1,168 shares at $4.72 Disposition to issuer to satisfy tax obligations
Direct holdings after transactions 134,328 shares Common stock held directly by Michael Passilla after April 1, 2026
Indirect holdings 76,052 shares Common stock held indirectly via Posillipo Ventures, Inc.
New RSU grant 17,182 units Restricted stock units granted on February 5, 2026
RSU vesting schedule 4 installments of 25% Vests on April 1, July 1, October 1, 2026 and January 1, 2027
Restricted Stock Unit financial
"Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock."
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
Disposition to issuer financial
"transaction_code_description: Disposition to issuer"
indirect ownership financial
"total_shares_following_transaction: 76052.0000, direct_or_indirect: I, nature_of_ownership: see footnote"
withheld to satisfy tax obligations financial
"Shares withheld to satisfy tax obligations."
managing member financial
"a limited liability company of which the reporting person is a managing member."
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Passilla Michael
(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock04/01/2026M4,296A(1)135,496D
Common Stock04/01/2026D(2)1,168D$4.72134,328D
Common Stock76,052Isee footnote(3)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Unit(1)04/01/2026M4,296 (4) (4)Common Stock4,296$012,886D
Explanation of Responses:
1. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.
2. Shares withheld to satisfy tax obligations.
3. Shares acquired by Posillipo Ventures, Inc., a limited liability company of which the reporting person is a managing member.
4. On February 5, 2026, the Reporting Person was granted 17,182 restricted stock units which vest 25% on April 1, 2026, 25% on July 1, 2026, 25% on October 1, 2026, and 25% on January 1, 2027 subject to the Reporting Person's continued service as a director of the Issuer.
Remarks:
/s/ Bradley J. Miller, Attorney-in-Fact04/03/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did PRTH director Michael Passilla report on April 1, 2026?

Michael Passilla exercised 4,296 restricted stock units into 4,296 Priority Technology Holdings common shares. Of these, 1,168 shares were withheld to cover tax obligations, resulting in 134,328 shares held directly after the transactions.

How many PRTH shares does Michael Passilla own after the reported Form 4 transactions?

After the April 1, 2026 transactions, Michael Passilla holds 134,328 Priority Technology Holdings common shares directly. He also has 76,052 shares held indirectly through Posillipo Ventures, Inc., a company where he serves as a managing member.

Were any PRTH shares sold on the open market in this Form 4 filing?

No open-market sale is indicated. The 1,168 Priority Technology Holdings shares with a $4.72 price were withheld to satisfy tax obligations, described as a disposition to the issuer rather than a market sale.

What new equity awards did PRTH grant to Michael Passilla in 2026?

On February 5, 2026, Michael Passilla received a grant of 17,182 restricted stock units from Priority Technology Holdings. These units vest 25% on four dates from April 1, 2026 through January 1, 2027, subject to his continued service as a director.

How are Passilla’s indirect PRTH holdings structured according to the Form 4 footnotes?

The Form 4 notes that some shares were acquired by Posillipo Ventures, Inc. This entity is a limited liability company where Michael Passilla is a managing member, and it holds 76,052 Priority Technology Holdings common shares as an indirect ownership position.