Main Clayton James 4

What Happened

• Clayton Main, a director of Priority Technology Holdings, had 4,296 restricted stock units (RSUs) vest and convert into 4,296 shares on July 1, 2026. The filing shows an acquisition via conversion (derivative) and a simultaneous disposal of 4,296 shares at $0.00. No cash proceeds are reported in the filing.

Key Details

• Transaction date: July 1, 2026; Filing date: July 23, 2026 (late filing).
• Conversion amount: 4,296 RSUs converted to 4,296 shares (reported as derivative transaction code M).
• Disposal: 4,296 shares reported disposed at $0.00 (filing does not state the reason for $0.00 disposition).
• Shares owned after transaction: not disclosed in the provided filing.
• Footnotes: F1 clarifies an RSU equals the contingent right to one share. F2 shows these RSUs were part of a 17,182 RSU grant (granted Feb 5, 2026) that vests in four equal installments (Apr 1, 2026; Jul 1, 2026; Oct 1, 2026; Jan 1, 2027).

Context

• This was a vesting/conversion of RSUs rather than an open-market buy or sale. The $0.00 disposal often indicates shares were surrendered (commonly to cover tax withholding or similar administrative requirements), but the filing does not explicitly state the reason. Such vesting/conversion transactions are typically routine and tied to compensation vesting schedules rather than active directional bets on the stock. The Form 4 was filed late (July 23 for a July 1 transaction), which reduces disclosure timeliness.