O'Leary Tim 4

What Happened

• Tim O'Leary, Chief Financial Officer of Priority Technology Holdings, had 46,154 restricted stock units (RSUs) vest and convert into 46,154 shares of common stock on February 18, 2026. The filing shows a simultaneous disposition of 46,154 shares at $0.00, meaning no cash proceeds were reported.
• This was not an open-market purchase or sale. The conversion reflects award vesting rather than a buy or a sale that would signal a trade for cash.

Key Details

• Transaction date: February 18, 2026; Form 4 filed February 20, 2026 (appears timely).
• Acquired: 46,154 shares via conversion of RSUs (derivative exercise/conversion).
• Disposed: 46,154 shares at $0.00 (reported as a disposition equal to the converted shares).
• Shares owned after transaction: Not disclosed in the provided data.
• Footnotes: F1 — Each RSU represents a contingent right to one share. F2 — On Nov 21, 2025 O'Leary was granted 138,462 RSUs vesting in three equal tranches of 46,154 on 2/18/2026, 2/18/2027 and 2/18/2028, subject to continued employment.

Context

• For retail investors: RSU vesting commonly results in conversion to shares and the company or executive often withholds shares to cover taxes. A simultaneous disposition at $0 typically indicates shares were withheld for tax withholding or similar settlement and is not the same as an open-market sale.
• These entries reflect routine equity compensation vesting rather than a directional insider purchase or market sale.