Priority Technology COO receives 69,231 RSUs with 3-year vesting

Rhea-AI Filing Summary

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.

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

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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^*

Ram Ranjana

(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 Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
11/21/2025

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

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								686,389	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
Restricted Stock Unit	(1)	11/21/2025		A		69,231		(2)	(2)	Common Stock	69,231	$0	0	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.

2. On November 21, 2025, the Reporting Person was granted 69,231 restricted stock units which vest as follows: [23,077 on February 18, 2026, 23,077 on February 18, 2027, and 23,077 on February 18, 2028] subject to the Reporting Person's continued employment with the Issuer.

Remarks:

	/s/ Bradley J. Miller (Attorney-In-Fact)	11/25/2025
	** 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.

FAQ

What did PRTH disclose on this Form 4 filing?

The filing shows that the Chief Operating Officer of Priority Technology Holdings, Inc. (PRTH) received a grant of 69,231 restricted stock units (RSUs) on November 21, 2025.

How many PRTH RSUs were granted to the executive and how do they vest?

The executive was granted 69,231 RSUs, vesting in three equal installments of 23,077 shares on February 18, 2026, February 18, 2027, and February 18, 2028, subject to continued employment.

What does each PRTH restricted stock unit represent?

Each restricted stock unit represents a contingent right to receive one share of Priority Technology Holdings’ common stock when it vests.

How many PRTH shares does the reporting person beneficially own after this transaction?

After the reported transaction, the reporting person beneficially owns 686,389 shares of PRTH common stock directly.

Who is the reporting person in this PRTH Form 4 filing?

The reporting person is an officer of Priority Technology Holdings, Inc., serving as Chief Operating Officer.

Is this PRTH Form 4 filed for an individual or a group?

The Form 4 is indicated as being filed by one reporting person, not by a group.