UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-37872 Priority Technology Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 47-4257046 (State or other jurisd ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____________ to __________ Commission file number: 001-37872 Priority Technology Holdings, Inc. (Exact name of registrant as specified in its charter) | Delaware | 47-4257046 | ...

FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Commission file number: 001-37872 Priority Technology Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 47-4257046 (State or other ju ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 OR (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) Delaware 47-4257046 2001 Westside Parkway Suite 155 Alpharetta, GA 30004 (Address of principal executive offices, including zip code) (800) 935-5964 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-37872 Priority Technology Holdings, Inc. Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Sect ...

Financial Performance - For the year ended December 31, 2018, the company generated revenue of $424.4 million, a net loss of $15.0 million, and Adjusted EBITDA of $52.9 million, compared to revenue of $425.6 million, net income of $4.6 million, and Adjusted EBITDA of $56.9 million for the year ended December 31, 2017[30]. - As of December 31, 2018, the company had outstanding debt of $412.7 million, an increase of 46% from $283.1 million as of December 31, 2017[207]. - The total interest expense for the company was $29.9 million in 2018, compared to $25.1 million in 2017 and $4.8 million in 2016[207]. - The company has no current plans to pay cash dividends on its common stock for the foreseeable future, intending to retain future earnings for operations and debt repayment[224]. Market Opportunities - The B2B payments market is the largest payment market in the United States by volume, with over 51% of B2B volume paid via check in 2016, indicating a significant opportunity for conversion to electronic payments[36]. - The company expects the continued shift from cash/paper payments toward electronic/card payments to drive growth, with card and electronic-based payments projected to make up 83% of U.S. consumer payments by 2021[33]. - The small to medium-sized merchant market presents a significant opportunity, with approximately 7.2 million merchants generating over $800 billion in credit/debit dollar volume annually, translating to around $6 billion in acquirer net revenue[92]. - Small and medium-sized merchants account for 30% to 35% of U.S. bank card purchase volume, indicating a substantial market share for acquirers targeting this segment[92]. Strategic Initiatives - The company plans to expand its distribution network to reach new partners, particularly with ISVs and VARs, to enhance technology and integrated partnerships[53]. - The company aims to increase margins per merchant by driving the adoption of value-added services and tools, with expectations of improved margins through cross-selling applications[54]. - The company actively seeks strategic acquisitions that exhibit predictable and recurring revenue, scalable operating models, and strong cultural fit to maximize stockholder value[58]. - The company is well-positioned to capitalize on the shift from check to electronic payments in the commercial payments market, which is one of the fastest-growing payment markets in the U.S.[56]. Technology and Innovation - Vortex.Cloud aims for 99.999% uptime, hosting all computational and IP assets of payment operations[59]. - Vortex.OS APIs include electronic payments, security, data persistence, and AI, facilitating strong profit margins[60]. - The company is well-positioned to capitalize on the trend towards integrated solutions and new technology adoption in the SMB market through its MX Merchant platform[93]. - The company is involved in multiple technology projects, such as CPX, MX Connect, and MX Merchant, which may require significant investment without immediate revenue generation[164]. Risk Management - Risk management strategies have resulted in historically low credit loss performance, supported by automated risk systems[80]. - The company provides real-time risk monitoring to enforce controls and mitigate potential fraud[82]. - The company faces risks from unauthorized disclosure of sensitive data, which could result in significant fines and damage to reputation[127]. - Information security risks have increased due to sophisticated cyber threats, potentially leading to substantial capital expenditures for mitigation[128]. Regulatory Compliance - The company is subject to various federal, state, and local laws, including anti-money laundering regulations, which require the development of a risk-based compliance program[108]. - The Federal Trade Commission requires the company to maintain a comprehensive information security program, impacting operational practices[137]. - Non-compliance with data privacy laws could expose the company to lawsuits and harm its reputation, affecting merchant relationships[140]. - The company is subject to audits regarding compliance with industry standards, which are critical for maintaining business relationships[140]. Competitive Landscape - The U.S. acquiring industry is competitive, with the company ranking 6th among U.S. merchant acquirers as of 2017[89]. - The payment processing industry is highly competitive, with significant competition from established companies and financial institutions, impacting profit margins[122]. - The company anticipates that competition from emerging technology and non-traditional payment processing companies may impact its market share[124]. - Leading acquirers are expected to enhance service offerings in omni-channel payment solutions, POS software, and payments security to improve cross-selling opportunities[91]. Financial Risks - The company faces risks related to substantial indebtedness, which could increase vulnerability to adverse economic conditions[208]. - Changes in tax laws could materially increase the amount of taxes owed, negatively impacting results of operations[199]. - The company may face challenges in raising additional debt or financing due to restrictive covenants, which could impair its ability to compete effectively[217]. - The company is required to comply with certain restrictions on the ratio of its indebtedness to its Earnout Adjusted EBITDA, which may further limit operational flexibility[216]. Operational Challenges - The company relies heavily on distribution partners for merchant acquisition, which are not exclusive and may lead to attrition, affecting revenue growth[125]. - The company may face increased costs and operational disruptions if third-party vendors fail to fulfill their obligations[143]. - The company is dependent on bank sponsors for processing electronic payment transactions, and the loss of these sponsorships could severely hinder business operations[187]. - The company faces various risks associated with acquisitions, including the need for substantial operational and financial resources for integration, which may adversely affect business relationships and lead to unanticipated costs[169].