Priority Technology Holdings, Inc. Announces Fourth Quarter and Full Year 2025 Financial Results

About this update from Priority Technology Holdings, Inc.

Strong Fourth Quarter Growth Driven by Performance Across Diverse Business Segments ALPHARETTA, Ga. --(BUSINESS WIRE)-- Priority Technology Holdings, Inc. (NASDAQ: PRTH) ("Priority" or the "Company"), a payments and banking fintech purpose-built to collect, store, lend and send money with a connected commerce engine that combines full-service merchant acquiring for accounts receivable, complete automated payables tools for bill payment, and sophisticated treasury management solutions to accelerate cash flow and optimize working capital for its customers, announced its fourth quarter and full year 2025 financial results including strong year-over-year diversified revenue growth. Highlights of Consolidated Results Fourth Quarter 2025 Compared with Fourth Quarter 2024 Financial highlights of the fourth quarter of 2025 compared with the fourth quarter of 2024, are as follows2: Revenue of $247.1 million increased 8.8% from $227.1 million , including 6.8% of organic growth Adjusted gross profit (a non-GAAP measure1) of $100.2 million increased 19.4% from $83.9 million Adjusted gross profit margin (a non-GAAP measure1) of 40.6% increased 360 basis points from 37.0% Operating income of $33.5 million decreased 1.9% from $34.1 million Adjusted EBITDA (a non-GAAP measure1) of $60.1 million increased 16.2% from $51.7 million Adjusted EPS - diluted (a non-GAAP measure1) of $0.27 increased 50.0% from $0.18 In October 2025 , the Company acquired the assets of Dealer Merchant Services, a leading provider of vertically focused software and payments in the automotive dealership arena Full Year 2025 Compared with Full Year 2024 Financial highlights of the Full Year of 2025 compared with the Full Year of 2024, are as follows2: Revenue of $953.0 million increased 8.3% from $879.7 million , including 7.7% in organic growth Adjusted gross profit (a non-GAAP measure1) of $374.7 million increased 14.2% from $328.1 million Adjusted gross profit margin (a non-GAAP measure1) of 39.3% increased 200 basis points from 37.3% Operating income of $141.2 million increased 5.9% from $133.4 million Adjusted EBITDA (a non-GAAP measure1) of $225.2 million increased 10.2% from $204.3 million Adjusted EPS - diluted (a non-GAAP measure1) of $1.03 increased 102.0% from $0.51 See "Non-GAAP Financial Measures" and the reconciliations of Adjusted Gross Profit (non-GAAP), Adjusted Gross Profit Margin (non-GAAP), Adjusted EBITDA (non-GAAP), and Adjusted EPS (non-GAAP), to their most comparable GAAP measures provided below for additional information. Certain amounts/percentages may not add mathematically due to rounding “Our results reflect the strength and diversification of Priority’s Connected Commerce platform, with almost 9% revenue growth and over 19% adjusted gross profit growth in the fourth quarter,” said Tom Priore , Chairman and CEO of Priority. “The ability to deliver payments and treasury solutions across our business segments generated over 18% revenue growth for Treasury Solutions and 13% growth for Payables, while adjusted gross profit margins expanded by nearly 360 basis points.” Full Year 2026 Financial Guidance Priority's outlook remains strong, which is reflected in our full year 2026 guidance: Revenue forecast to achieve a growth rate of 6% to 9% compared to fiscal 2025 results, resulting in a revenue range between $1.01 billion to $1.04 billion Adjusted gross profit (a non-GAAP measure) forecast to range between $405 million and $425 million Adjusted EBITDA (a non-GAAP measure) forecast to range between $230 million to $245 million Conference Call Priority's leadership will host a conference call on Tuesday, March 10, 2026 at 10:00 a.m. EST to discuss its fourth quarter and full-year 2025 financial results. Participants can access the call by phone in the U.S. or Canada at (833) 636-1319 or internationally at (412) 902-4286. The Internet webcast link and accompanying slide presentation can be accessed at https://viavid.webcasts.com/starthere.jsp?ei=1751303&tp_key=851a6179f9 and will also be posted in the "Investor Relations" section of the Company's website at www.prioritycommerce.com . An audio replay of the call will be available shortly after the conference call until March 24, 2026 at 11:59 p.m. EST . To listen to the audio replay, dial (844) 512-2921 or (412) 317-6671 and enter conference ID number 10206470 . Alternatively, you may access the webcast replay in the "Investor Relations" section of the Company's website at https://ir.prioritycommerce.com/ . Non-GAAP Financial Measures This communication includes certain non-GAAP financial measures that we regularly review to evaluate our business and trends, measure our performance, prepare financial projections, allocate resources, and make strategic decisions. We believe these non-GAAP measures help to illustrate the underlying financial and business trends relating to our results of operations and comparability between current and prior periods. We also use these non-GAAP measures to establish and monitor operational goals. However, these non-GAAP measures are not superior to or a substitute for prominent measurements calculated in accordance with GAAP. Rather, the non-GAAP measures are meant to be a complement to understanding measures prepared in accordance with GAAP. Gross Profit and Adjusted Gross Profit Margin The Company's adjusted gross profit metric represents revenues less cost of services (excludes depreciation and amortization). Adjusted gross profit margin is adjusted gross profit divided by revenues. We review these non-GAAP measures to evaluate our underlying profit trends. The reconciliation of adjusted gross profit to its most comparable GAAP measure is provided below: (in thousands) Three Months Ended December 31 , Years Ended December 31 , 2025 2024 2025 2024 Revenues $ 247,128 $ 227,067 $ 953,009 $ 879,702 Cost of services (excludes depreciation and amortization) (146,882 ) (143,134 ) (578,315 ) (551,621 ) Adjusted gross profit $ 100,246 $ 83,933 $ 374,694 $ 328,081 Adjusted gross profit margin 40.6 % 37.0 % 39.3 % 37.3 % Depreciation and amortization of revenue generating assets (7,166 ) (4,467 ) (21,747 ) (16,516 ) Gross profit $ 93,080 $ 79,466 $ 352,947 $ 311,565 Gross profit margin 37.7 % 35.0 % 37.0 % 35.4 % EBITDA and Adjusted EBITDA EBITDA and adjusted EBITDA are performance measures. EBITDA is earnings before interest expense, income tax, and depreciation and amortization expenses ("EBITDA"). Adjusted EBITDA begins with EBITDA but further excludes certain non-cash costs, such as stock-based compensation and the write-off of the carrying value of investments or other assets, as well as debt extinguishment and modification expenses and other expenses and income items considered non-recurring, such as acquisition integration expenses, certain professional fees, and litigation settlements. We review the non-GAAP adjusted EBITDA measure to evaluate our business and trends, measure our performance, prepare financial projections, allocate resources, and make strategic decisions. The reconciliation of adjusted EBITDA to its most comparable GAAP measure is provided below: (in thousands) Three Months Ended December 31 , Years Ended December 31 , 2025 2024 2025 2024 Net income $ 8,946 $ 7,220 $ 55,681 $ 24,015 Interest expense 21,961 23,111 90,654 88,948 Income tax expense (benefit) 4,126 3,270 (9,402 ) 13,266 Depreciation and amortization 20,191 13,811 63,183 58,041 EBITDA 55,224 47,412 200,116 184,270 Debt modification and extinguishment expenses — 1,703 12,514 10,369 Selling, general and administrative (non-recurring) 1,633 1,379 5,718 3,510 Non-cash stock-based compensation1 1,187 1,241 8,306 6,118 Non-cash bargain purchase gain2 (non-recurring) (482 ) — (3,989 ) — Salary and employee benefits3 (non-recurring) 2,501 — 2,501 — Adjusted EBITDA $ 60,063 $ 51,735 $ 225,166 $ 204,267 (1) Excludes stock-based compensation settled in cash subsequent to December 31, 2025 . (2) Bargain purchase gain recognized from acquiring Sila, Inc. (3) Represents stock-based compensation that was settled in cash (non-recurring). Further detail of certain of these adjustments, and where these items are recorded in our consolidated statements of operations, is provided below: (in thousands) Three Months Ended December 31 , Years Ended December 31 , 2025 2024 2025 2024 Selling, general and administrative expenses (non-recurring): Certain legal fees $ 760 1,347 $ 3,203 2,769 Professional, accounting and consulting fees 869 20 2,092 544 Other expenses, net 4 12 293 197 Litigation settlement — — 130 — $ 1,633 $ 1,379 $ 5,718 $ 3,510 Adjusted Earnings (Loss) Per Share (Adjusted EPS) Adjusted EPS is a performance measure. Adjusted EPS is calculated by dividing adjusted net income attributable to common shareholders by weighted average number shares outstanding for the respective periods. Adjusted net income attributable to common shareholders begins with net income attributable to common shareholders adjusted to exclude various items listed below. We believe that Adjusted EPS is a measure that is useful to investors and management in understanding our ongoing profitability and in analysis of ongoing profitability trends. (in thousands) Three Months Ended December 31 , Years Ended December 31 , 2025 2024 2025 2024 Reconciliation of Adjusted EPS Net income (loss) attributable to common shareholders $ 8,946 $ (3,769 ) $ 55,681 $ (23,960 ) Non-recurring release of valuation allowance on deferred tax assets 284 — (20,386 ) — Accelerated accretion expense and excise tax attributable to redeemable senior preferred stockholders — 8,154 — 17,703 Debt modification and extinguishment expenses — 1,703 12,514 10,369 Non-cash stock-based compensation 1,187 1,241 8,306 6,118 Selling, general and administrative (non recurring) 1,633 1,379 5,718 3,510 Amortization of acquisition related intangible assets 12,931 9,243 41,996 42,173 Salary and employee benefits (non recurring) 2,501 — 2,501 — Tax impact of adjustments(1) (4,745 ) (3,526 ) (18,469 ) (16,158 ) Non-cash bargain purchase gain (non-recurring) (482 ) — (3,989 ) — Adjusted net income attributable to common share holders $ 22,255 $ 14,425 $ 83,872 $ 39,755 Weighted average common shares outstanding (basic) 81,081 78,241 79,798 77,993 Effect of dilutive potential common shares 2,541 1,145 1,670 647 Adjusted Weighted average shares outstanding (diluted) 83,622 79,386 81,468 78,640 Earnings (loss) per common share Basic $ 0.11 $ (0.05 ) $ 0.70 $ (0.31 ) Diluted $ 0.11 $ (0.05 ) $ 0.68 $ (0.31 ) Adjusted earnings per common share Basic $ 0.27 $ 0.18 $ 1.05 $ 0.51 Diluted $ 0.27 $ 0.18 $ 1.03 $ 0.51 (1) The tax impact calculated using the blended statutory income tax rate (i.e. 26.0% for 2025 and 26.0% for 2024) Priority does not provide a reconciliation of forward-looking non-GAAP financial measures to their comparable GAAP financial measures because it could not do so without unreasonable effort due to the unavailability of the information needed to calculate reconciling items and due to the variability, complexity and limited visibility of the adjusting items that would be excluded from the non-GAAP financial measures in future periods. When planning, forecasting and analyzing future periods, the Company does so primarily on a non-GAAP basis without preparing a GAAP analysis as that would require estimates for various cash and non-cash reconciling items that would be difficult to predict with reasonable accuracy. For example, stock-based compensation expense would be difficult to estimate because it depends on the Company's future hiring and retention needs, as well as the future fair market value of the Company's common stock, all of which are difficult to predict and subject to constant change. As a result, the Company does not believe that a GAAP reconciliation would provide meaningful supplemental information about the Company's outlook. About Priority Technology Holdings, Inc. Priority is the payments and banking solution that enables businesses to collect, store, lend and send funds through a unified commerce engine. Our platform combines payables, merchant solutions, and treasury solutions so leaders can streamline financial operations efficiently — and our innovative industry experts help businesses navigate and build momentum on the path to growth. With the Priority Commerce Engine, leaders can accelerate cash flow, optimize working capital, reduce unnecessary costs, and unlock new revenue opportunities. To learn more about Priority (NASDAQ: PRTH), visit prioritycommerce.com . Forward-Looking Statements This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, statements about future financial and operating results, our plans, objectives, expectations and intentions with respect to future operations, products and services, and other statements identified by words such as "may," "will," "should," "anticipates," "believes," "expects," "plans," "future," "intends," "could," "estimate," "predict," "projects," "targeting," "potential" or "contingent," "guidance," "outlook" or words of similar meaning. These forward-looking statements include, but are not limited to, our 2026 outlook and statements regarding our market and growth opportunities. Such forward-looking statements are based upon the current beliefs and expectations of our management and are inherently subject to significant business, economic and competitive risks, trends and uncertainties that could cause actual results to differ materially from those projected, expressed, or implied by such forward-looking statements. Our actual results could differ materially, and potentially adversely, from those discussed or implied herein. We caution that it is very difficult to predict the impact of known factors, and it is impossible for us to anticipate all factors that could affect our actual results. All forward-looking statements are expressly qualified in their entirety by these cautionary statements. You should evaluate all forward-looking statements made in this press release in the context of the risks and uncertainties disclosed in our SEC filings, including our most recent Annual Report on Form 10-K filed with the SEC on March 10, 2026 . These filings are available online at www.sec.gov or www.prioritycommerce.com . We caution you that the important factors referenced above may not contain all of the factors that are important to you. In addition, we cannot assure you that we will realize the results or developments we expect or anticipate or, even if substantially realized, that they will result in the consequences we anticipate or affect us or our operations in the way we expect. You are cautioned not to place undue reliance on forward-looking statements as a predictor of future performance. The forward-looking statements included in this press release are made only as of the date hereof. We undertake no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law. If we do update one or more forward-looking statements, no inference should be made that we will make additional updates with respect to those or other forward-looking statements. We qualify all of our forward-looking statements by these cautionary statements. Priority Technology Holdings, Inc. Unaudited Consolidated Statements of Operations and Comprehensive Income (Loss) (in thousands, except per share amounts) Three Months Ended December 31 , Years Ended December 31 , 2025 2024 2025 2024 Revenues $ 247,128 $ 227,067 $ 953,009 $ 879,702 Operating expenses Cost of services (excludes depreciation and amortization) 146,882 143,134 578,315 551,621 Salary and employee benefits 28,812 23,199 107,787 89,216 Depreciation and amortization 20,191 13,811 63,183 58,041 Selling, general and administrative 17,745 12,784 62,479 47,403 Total operating expenses 213,630 192,928 811,764 746,281 Operating income 33,498 34,139 141,245 133,421 Other expense Interest expense (21,961 ) (23,111 ) (90,654 ) (88,948 ) Debt extinguishment and modification costs — (1,703 ) (12,514 ) (10,369 ) Other income, net 1,535 1,165 8,202 3,177 Total other expense, net (20,426 ) (23,649 ) (94,966 ) (96,140 ) Income before income taxes 13,072 10,490 46,279 37,281 Income tax expense (benefit) 4,126 3,270 (9,402 ) 13,266 Net income 8,946 7,220 55,681 24,015 Less: Dividends, accretion, and related excise tax attributable to redeemable senior preferred stockholders — (10,989 ) — (47,336 ) Less: Return on redeemable non-controlling interests in consolidated subsidiary, net of deferred tax benefit — — — (639 ) Net income (loss) attributable to common shareholders 8,946 (3,769 ) $ 55,681 $ (23,960 ) Other comprehensive loss Foreign currency translation adjustments (15 ) (109 ) (34 ) (147 ) Comprehensive income (loss) $ 8,931 $ (3,878 ) $ 55,647 $ (24,107 ) Earnings (loss) per common share: Basic $ 0.11 $ (0.05 ) $ 0.70 $ (0.31 ) Diluted $ 0.11 $ (0.05 ) $ 0.68 $ (0.31 ) Adjusted earnings per common share(1): Basic $ 0.27 $ 0.18 $ 1.05 $ 0.51 Diluted $ 0.27 $ 0.18 $ 1.03 $ 0.51 Weighted-average common shares outstanding: Basic 81,081 78,241 79,798 77,993 Diluted 83,622 78,241 81,468 77,993 Priority Technology Holdings, Inc. Unaudited Consolidated Balance Sheets (in thousands) December 31, 2025 December 31, 2024 Assets Current assets: Cash and cash equivalents $ 77,192 $ 58,600 Restricted cash 16,457 11,090 Accounts receivable, net of allowances 91,300 67,969 Prepaid expenses and other current assets 32,145 22,990 Current portion of notes receivable, net of allowance 2,062 3,638 Settlement assets 1,295,896 940,798 Total current assets 1,515,052 1,105,085 Notes receivable, less current portion 17,629 4,919 Property, equipment and software, net 58,636 52,477 Goodwill 416,641 376,091 Intangible assets, net 315,190 240,874 Deferred income taxes, net 46,350 24,697 Other noncurrent assets 29,306 22,717 Total assets $ 2,398,804 $ 1,826,860 Liabilities, Stockholders' Deficit and Non-controlling interests Current liabilities: Accounts payable and accrued expenses $ 70,636 $ 62,149 Accrued residual commissions 40,463 37,560 Customer deposits and advance payments 1,972 2,246 Current portion of long-term debt — 9,503 Settlement obligations 1,297,263 940,213 Total current liabilities 1,410,334 1,051,671 Long-term debt, net of current portion, discounts and debt issuance costs 1,039,358 920,888 Other noncurrent liabilities 41,484 19,326 Total liabilities 2,491,176 1,991,885 Stockholders' deficit: Preferred stock — — Common stock 82 77 Treasury stock, at cost (22,759 ) (19,607 ) Additional paid-in capital 13,925 — Accumulated other comprehensive loss (210 ) (176 ) Accumulated deficit (91,453 ) (147,134 ) Total stockholders' deficit attributable to shareholders of PRTH (100,415 ) (166,840 ) Non-controlling interests 8,043 1,815 Total stockholders' deficit (92,372 ) (165,025 ) Total liabilities, stockholders' deficit and Non-controlling interests $ 2,398,804 $ 1,826,860 Priority Technology Holdings, Inc. Unaudited Consolidated Statements of Cash Flows (in thousands) Years Ended December 31 , 2025 2024 Cash flows from operating activities: Net income $ 55,681 $ 24,015 Adjustments to reconcile net income to net cash provided by (used in) operating activities: Depreciation and amortization of assets 63,183 58,041 Stock-based compensation, ESPP, and incentive units compensation 10,807 6,118 Amortization of debt issuance costs and discounts 1,798 2,736 Debt extinguishment and modification costs 12,514 10,369 Deferred income tax benefit (12,153 ) (2,194 ) Change in contingent consideration liability 2,692 2,839 Other non-cash items, net (293 ) (147 ) Bargain purchase gain (3,989 ) — Change in operating assets and liabilities: Accounts receivable (21,863 ) (9,387 ) Prepaid expenses and other current assets (84 ) (6,062 ) Income taxes (receivable) payable (8,554 ) (3,633 ) Accounts payable and accrued expenses 5,743 4,535 Accrued residuals commissions 2,903 5,027 Customer deposits and advance payments (319 ) (1,688 ) Other assets, net (4,449 ) (6,214 ) Other liabilities, net (3,612 ) 1,254 Net cash provided by operating activities 100,005 85,609 Cash flows from investing activities: Acquisitions of businesses, net of cash acquired (39,301 ) — Additions to property, equipment and software (24,926 ) (21,693 ) Notes receivable, net (11,134 ) (3,361 ) Acquisition of assets (69,462 ) (5,667 ) Other investing activities (29,218 ) (4,825 ) Net cash used in investing activities (174,041 ) (35,546 ) Cash flows from financing activities: Proceeds from issuance of long-term debt, net of issue discount 1,066,607 945,126 Debt issuance and modification costs paid (4,826 ) (7,680 ) Repayments of long-term debt (960,985 ) (658,835 ) Redemption of senior preferred stock — (225,000 ) Redemption of accumulated dividend on redeemable preferred stock — (54,557 ) Redemption of redeemable non-controlling interest in subsidiary (7,017 ) (2,130 ) Shares withheld for taxes (3,152 ) (1,538 ) Dividends paid to redeemable senior preferred stockholders — (23,646 ) Proceeds from the exercise of stock options 467 1,816 Settlement obligations, net 355,127 179,614 Payment of contingent consideration related to a business combination (20,051 ) (5,592 ) Net cash provided by financing activities 426,170 147,578 Priority Technology Holdings, Inc. Unaudited Consolidated Statements of Cash Flows (in thousands) Years Ended December 31 , 2025 2024 Net change in cash and cash equivalents, and restricted cash: Net increase in cash and cash equivalents, and restricted cash 352,134 197,641 Cash and cash equivalents, and restricted cash at beginning of period 993,864 796,223 Cash and cash equivalents, and restricted cash equivalents at end of period $ 1,345,998 $ 993,864 Reconciliation of cash and cash equivalents, and restricted cash: Cash and cash equivalents $ 77,192 $ 58,600 Restricted cash 16,457 11,090 Cash and cash equivalents included in settlement assets (restricted in nature) 1,252,349 924,174 Total cash and cash equivalents, and restricted cash $ 1,345,998 $ 993,864 Priority Technology Holdings, Inc. Unaudited Reportable Segments' Results (in thousands) Three Months Ended December 31 Years Ended December 31 2025 2024 2025 2024 Merchant Solutions: Revenues $ 165,275 $ 155,672 $ 642,069 $ 613,547 Adjusted EBITDA $ 30,612 $ 26,648 $ 111,793 $ 108,913 Key Indicators: Total card processing dollar value $ 18,549,964 $ 18,137,274 $ 72,373,800 $ 71,566,091 Total card transaction count 218,807 215,267 888,688 857,548 Payables: Revenues $ 26,759 $ 23,735 $ 100,872 $ 89,103 Adjusted EBITDA $ 3,850 $ 2,395 $ 14,591 $ 7,605 Key Indicators: Buyer funded card processing dollar value $ 795,210 $ 733,680 $ 3,090,310 $ 2,816,270 Supplier funded issuing dollar value $ 231,461 $ 244,689 $ 919,860 $ 977,278 ACH transaction count 5,009 4,860 19,286 17,182 Treasury Solutions: Revenues $ 57,349 $ 48,690 $ 215,779 $ 180,448 Adjusted EBITDA $ 47,554 $ 42,025 $ 182,231 $ 154,936 Key Indicators: Average CFTPay billed clients 1,101,919 891,157 1,022,225 797,567 Average CFTPay monthly enrollments 53,542 52,444 57,123 56,072 Average total account balances $ 1,336,551 $ 970,572 $ 1,193,011 $ 878,257 Priority Technology Holdings, Inc. Unaudited Reportable Segments' Results Three Months Ended December 31, 2025 Merchant Solutions Payables Treasury Solutions Corporate Total Consolidated Reconciliation of Adjusted EBITDA to GAAP Measure: Adjusted EBITDA $ 30,612 $ 3,850 $ 47,554 $ (21,953 ) $ 60,063 Interest expense (967 ) — (147 ) (20,847 ) (21,961 ) Depreciation and amortization (10,237 ) (1,283 ) (5,119 ) (3,552 ) (20,191 ) Selling, general and administrative (non-recurring) — — — (1,633 ) (1,633 ) Non-cash stock based compensation(1) — (35 ) (32 ) (1,120 ) (1,187 ) Salary and employee benefits (non recurring)(2) — — — (2,501 ) (2,501 ) Bargain purchase gain (non-recurring) — — — 482 482 Income (loss) before taxes $ 19,408 $ 2,532 $ 42,256 $ (51,124 ) $ 13,072 Income tax expense (4,126 ) Net income $ 8,946 Year Ended December 31, 2025 Merchant Solutions Payables Solutions Treasury Solutions Corporate Total Consolidated Reconciliation of Adjusted EBITDA to GAAP Measure: Adjusted EBITDA $ 111,793 $ 14,591 $ 182,231 $ (83,449 ) $ 225,166 Interest expense (1,324 ) (2,158 ) (532 ) (86,640 ) (90,654 ) Depreciation and amortization (31,102 ) (5,081 ) (19,626 ) (7,374 ) (63,183 ) Debt modification and extinguishment expenses — — — (12,514 ) (12,514 ) Selling, general and administrative (non-recurring) — — — (5,718 ) (5,718 ) Non-cash stock based compensation(1) (1 ) (336 ) (130 ) (7,839 ) (8,306 ) Salary and employee benefits (non recurring)(2) — — — (2,501 ) (2,501 ) Bargain purchase gain (non-recurring) — — — 3,989 3,989 Income (loss) before taxes $ 79,366 $ 7,016 $ 161,943 $ (202,046 ) $ 46,279 Income tax benefit 9,402 Net income $ 55,681 (1) excludes stock based compensation settled in cash of $2.5 million subsequent to the year ended December 31, 2025 (2) represents cash settled stock based compensation which is non-recurring in nature Priority Technology Holdings, Inc. Unaudited Reportable Segments' Results Three Months Ended December 31, 2024 Merchant Solutions Payables Treasury Solutions Corporate Total Consolidated Reconciliation of Adjusted EBITDA to GAAP Measure: Adjusted EBITDA $ 26,648 $ 2,395 $ 42,025 $ (19,333 ) $ 51,735 Interest expense — (1,060 ) — (22,051 ) (23,111 ) Depreciation and amortization (6,799 ) (1,266 ) (4,498 ) (1,248 ) (13,811 ) Debt modification and extinguishment expenses — — — (1,703 ) (1,703 ) Selling, general and administrative (non-recurring) — — — (1,379 ) (1,379 ) Non-cash stock based compensation (4 ) 79 (33 ) (1,283 ) (1,241 ) Income (loss) before taxes $ 19,845 $ 148 $ 37,494 $ (46,997 ) $ 10,490 Income tax expense (3,270 ) Net income $ 7,220 Year Ended December 31, 2024 Merchant Solutions Payables Treasury Solutions Corporate Total Consolidated Reconciliation of Adjusted EBITDA to GAAP Measure: Adjusted EBITDA $ 108,913 $ 7,605 $ 154,936 $ (67,187 ) $ 204,267 Interest expense (1 ) (4,340 ) — (84,607 ) (88,948 ) Depreciation and amortization (30,865 ) (5,258 ) (16,928 ) (4,990 ) (58,041 ) Debt modification and extinguishment expenses — — — (10,369 ) (10,369 ) Selling, general and administrative (non-recurring) — — — (3,510 ) (3,510 ) Non-cash stock based compensation (16 ) (220 ) (131 ) (5,751 ) (6,118 ) Income (loss) before taxes $ 78,031 $ (2,213 ) $ 137,877 $ (176,414 ) $ 37,281 Income tax expense (13,266 ) Net income $ 24,015 View source version on businesswire.com : https://www.businesswire.com/news/home/20260310948794/en/ Priority Investor Inquiries: [email protected] Source: Priority Technology Holdings, Inc.

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