Thomas C. Priore - 05 Feb 2026 Form 4 Insider Report for Priority Technology Holdings, Inc. (PRTH)

Role: President, CEO and Chairman, Director, 10%+ Owner
Signature: /s/ Bradley J. Miller (Attorney-In-Fact)
Issuer symbol: PRTH
Transactions as of: 05 Feb 2026
Net transactions value: $0
Form type: 4
Filing time: 09 Feb 2026, 17:16:05 UTC
Previous filing: 22 Jan 2025
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
Priore Thomas Charles	President, CEO and Chairman, Director, 10%+ Owner	C/O PRIORITY TECHNOLOGY HOLDINGS, INC., 2001 WESTSIDE PARKWAY, SUITE 155, ALPHARETTA	/s/ Bradley J. Miller (Attorney-In-Fact)	09 Feb 2026	0001746475

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	PRTH	Common Stock	Options Exercise		+19,494	+0.06%		34,002,878	05 Feb 2026	Direct	F1
transaction	PRTH	Common Stock	Options Exercise		+63,898	+0.19%		34,066,776	08 Feb 2026	Direct	F1
holding	PRTH	Common Stock						12,500,000	05 Feb 2026	see footnote	F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	PRTH	Restricted Stock Unit	Options Exercise	$0	-19,494	-33%	$0.000000	38,986	05 Feb 2026	Common Stock	19,494		Direct	F1, F3
transaction	PRTH	Restricted Stock Unit	Options Exercise	$0	-63,898	-50%	$0.000000	63,898	08 Feb 2026	Common Stock	63,898		Direct	F1, F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.
F2	Includes 2,500,000 shares of PRTH common stock held by Lori A. Priore, the spouse of Thomas C. Priore, and Bernard H. Smyers, in their capacity as trustees of the Thomas C. Priore Irrevocable Insurance Trust u/a/d 1/8/2010, for the benefit of Lori A. Priore and the children of Thomas C. Priore and Lori A. Priore. Also includes 10,000,000 shares of PRTH common stock held by Lori A. Priore, the spouse of Thomas C. Priore, in her capacity as trustee of the Thomas Priore 2019 GRAT, for the benefit of Lori A. Priore and the children of Thomas C. Priore and Lori A. Priore.
F3	On February 5, 2025, the Reporting Person was granted 58,480 restricted stock units which vest subject to the Reporting Person's continued service as an employee of the Issuer as follows: 19,494 on February 5, 2026; 19,493 on February 5, 2027; and 19,493 on February 5, 2028.
F4	On February 8, 2024, the Reporting Person was granted 191,693 restricted stock units which vest subject to the Reporting Person's continued service as an employee of the Issuer as follows: 63,898 on February 8, 2025; 63,898 on February 8, 2026 and 63,898 on February 8, 2027.