Priority Technology Holdings, Inc. — Director's Dealing 2020

Apr 7, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Priority Technology Holdings, Inc. (PRTH)
CIK: 0001653558
Period of Report: 2020-04-06

Reporting Person: Priore Thomas Charles (Director, President, CEO and Chairman, 10% Owner)
Reporting Person: Priority Incentive Equity Holdings, LLC (Beneficial Relationship)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-04-06	Common Stock	J	620810	—	Disposed	12500000	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	33613250	Direct

Footnotes

F1: On April 6, 2020, Priority Incentive Equity Holdings, LLC made an in-kind distribution of 620,810 shares, without any additional consideration, of common stock of the Issuer to a holder of ownership interest of Priority Incentive Equity Holdings, LLC.

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.