Statement of Changes in Beneficial Ownership (4)
November 15 2021 - 5:02PM
Edgar (US Regulatory)
FORM 4
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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).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Faupel David |
2. Issuer Name and Ticker or Trading Symbol
Priority Technology Holdings, Inc.
[
PRTH
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Marketing Officer |
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(Last)
(First)
(Middle)
C/O PRIORITY TECHNOLOGY HOLDINGS, INC., 2001 WESTSIDE PARKWAY, SUITE 155 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
11/12/2021 |
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(Street)
ALPHARETTA, 2Q 30004
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | 11/12/2021 | | M | | 56404 | A | $0 (1) | 58704 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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) | 11/12/2021 | | M | | 56404 | | (2) | (2) | Common Stock | 66403.0 | $0 | 56404 | 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 12, 2020, the Reporting Person was granted 122,807 restricted stock units. 61,404 vest subject to the Reporting Person's continued service as an employee of the Issuer as follows: 28,202 on November 12, 2021; 16,601 on November 12, 2022; and 16,601 on November 12, 2023. 61,403 vest subject to the Reporting Person's continued service as an employee of the Issuer and achievement of certain performance goals established by the Issuer as follows: 28,202 on November 12, 2021; 16,601 on November 12, 2022; and 16,600 on November 12, 2023. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Faupel David
C/O PRIORITY TECHNOLOGY HOLDINGS, INC.
2001 WESTSIDE PARKWAY, SUITE 155
ALPHARETTA, 2Q 30004 |
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| Chief Marketing Officer |
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Signatures
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| /s/ David Faupel | | 11/15/2021 |
| **Signature of Reporting Person | Date |
| /s/ Bradley J. Miller, Attorney-in-Fact | | 11/15/2021 |
| **Signature of Reporting Person | Date |
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