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Priority Technology Hldgs Inc SEC Filings

PRTH NASDAQ

Welcome to our dedicated page for Priority Technology Hldgs SEC filings (Ticker: PRTH), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

The SEC filings for Priority Technology Holdings, Inc. (NASDAQ: PRTH) provide detailed insight into how the company reports on its payments and banking platform, capital structure, and strategic activity. Through Current Reports on Form 8-K and other filings, Priority discloses material events related to its unified commerce engine for collecting, storing, lending, and sending funds, as well as developments in its Merchant Solutions, Payables, and Treasury Solutions segments.

Investors can use this page to access Form 8-K filings that cover quarterly financial results, including revenue, gross profit, and non-GAAP metrics such as Adjusted Gross Profit, Adjusted Gross Profit Margin, EBITDA, Adjusted EBITDA, and Adjusted EPS. These filings typically attach press releases and slide presentations and include reconciliations from non-GAAP measures to the most comparable GAAP figures, along with explanations of how management uses these metrics.

Priority’s SEC filings also document financing and credit arrangements. Recent Form 8-Ks describe amendments to the company’s credit and guaranty agreement, new and incremental term loans, incremental revolving credit commitments, and a senior secured delayed draw credit facility secured by assets of special purpose subsidiaries. These filings outline key terms such as maturity, applicable margins, covenants, and the use of proceeds, including funding acquisitions and paying related fees and expenses.

Another important area in the filings is mergers and acquisitions documentation. Priority has filed Form 8-Ks describing asset purchase agreements for the acquisition of substantially all of the assets of DMSJV, LLC (Dealer Merchant Services) and of payment processing and related ancillary assets from entities associated with Boom Commerce. These filings summarize purchase price structures, earnout provisions, equity components, and indemnification arrangements, and incorporate the full agreements by reference.

Priority’s filings also record strategic and corporate governance events. In November 2025, the company filed Form 8-Ks noting receipt of a preliminary, non-binding proposal from an investor group led by its Chairman and Chief Executive Officer to acquire the remaining shares of common stock not already held by that group, and the formation of a special committee of independent and disinterested directors to evaluate that proposal and potential strategic alternatives. Exhibits to these filings include press releases and the proposal letter.

On this page, users can review Priority’s SEC submissions as they are made available from EDGAR, and AI-powered summaries can help explain the key points of complex documents, highlight important terms in credit agreements and asset purchase agreements, and surface notable items in earnings-related filings and other material event disclosures.

Rhea-AI Summary

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.

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Rhea-AI Summary

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.

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Priority Technology Holdings, Inc. entered into and closed an Asset Purchase and Contribution Agreement on October 1, 2025 through its subsidiary Priority DMS, LLC. Priority DMS acquired substantially all assets of DMSJV, LLC’s business that markets card and ACH processing and related services for a purchase price including a $35,000,000 base cash payment, 23,333 1/3 Class B Units of Priority DMS, and up to $22,500,000 in contingent earnout payments over three years based on cumulative gross profit targets. Revenue the company earns under a related processing agreement with the seller will count toward those gross profit calculations. Up to half of the Class B Units may be converted into common stock of the company, adding an equity component for the sellers.

On the same date, subsidiary Priority Holdings, LLC entered Amendment No. 3 to its Credit and Guaranty Agreement, adding $35,000,000 of 2025-2 Incremental Term Loans that are part of the existing initial term loan class. The company used these new term loan proceeds to help fund the acquisition and pay related fees and expenses, indicating the transaction was financed primarily with debt rather than existing cash.

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Priority Technology Holdings entered into a new senior secured delayed draw credit facility of $50,000,000, with an accordion that can lift total commitments to $125,000,000. The facility, secured by receivables and related assets of special purpose subsidiaries, bears interest at a SOFR rate plus an Applicable Margin of 6.25%, with a 2.00% SOFR floor, and is expected to mature on August 18, 2031.

The company also closed an Asset Purchase Agreement under which its subsidiary Priority Boom acquired substantially all payment processing and ancillary assets of Eventus Holdings and its subsidiaries. The purchase price includes a base cash payment of $73,463,197.00, $12,770,216.00 in common stock, and up to $17,026,955.00 in earnout over four years, with potential additional incentive payments tied to EBITDA-based performance metrics.

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Divisadero Street Capital and related persons report a disclosed, non-control stake in Priority Technology Holdings (PRTH). The filing shows the reporting persons collectively hold 2,746,835 shares, representing 3.4% of the outstanding common stock, with shared voting and shared dispositive power but no sole voting or dispositive authority. The securities are held directly by advisory clients of Divisadero Street Capital Management, LP, and the filing states none of those clients may be deemed to beneficially own more than 5% of the class.

The reporting group includes Divisadero Street Capital Management, LP; Divisadero Street Partners, L.P.; Divisadero Street Partners GP, LLC; Divisadero Street Capital, LLC; and individual William Zolezzi. The parties disclaim beneficial ownership except to the extent of any pecuniary interest.

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FAQ

What is the current stock price of Priority Technology Hldgs (PRTH)?

The current stock price of Priority Technology Hldgs (PRTH) is $5.55 as of February 27, 2026.

What is the market cap of Priority Technology Hldgs (PRTH)?

The market cap of Priority Technology Hldgs (PRTH) is approximately 454.4M.

PRTH Rankings

PRTH Stock Data

454.39M
29.00M
Software - Infrastructure
Services-business Services, Nec
Link
United States
ALPHARETTA

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