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Priority Technology Holdings, Inc.

For the period ended Sep 30, 2026. Filed Nov 5, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2026 · Filed Nov 5, 2026

PRTH$7.900.0%Stored close · as of Nov 10, 2026

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14. Segment Information

  1. Segment Information

The Company'sthree reportable segments included Merchant Solutions, Payables and Treasury Solutions:

Merchant Solutions: Provides full-service acquiring and payment-enabled solutions for B2C transactions, leveraging Priority Commerce's proprietary software platform, distributed through ISO, direct sales and vertically focused ISV channels.

Payables: Provides market-leading AP automation solutions to corporations, software partners and industry leading FIs in addition to improving cash flows by providing instant access to working capital.

Treasury Solutions: Provides embedded finance and treasury solutions to customers to modernize legacy platforms and accelerate software partners' strategies to monetize payments.

Corporate items includes costs of corporate functions and shared services not allocated to our reportable segments.

The Company's chief operating decision makers ("CODM") are our CEO and CFO. The CODM uses adjusted earnings before interest, income tax, depreciation and amortization expenses ("Adjusted EBITDA") as the measure of segment profit or loss to allocate resources. Adjusted EBITDA represents EBITDA (i.e. earnings before interest, income tax, depreciation and amortization expenses) adjusted for 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.

Segment level assets information is not provided or subject to review by the CODM and therefore not provided.

Information on reportable segments and reconciliations to income before income taxes are as follows:

(in thousands)Merchant SolutionsPayablesTreasury SolutionsTotal
Revenue from external customers$177,691$31,257$59,675$268,623
Intersegment revenue1,9543695922,915
179,64531,62660,267271,538
Elimination of intersegment revenues(2,915)
Total consolidated revenues268,623
Less: Cost of revenue (excludes depreciation and amortization)(1)(138,321)(24,499)(5,781)
Less: Other operating expenses(1)(2)(10,442)(3,578)(6,487)
Add: Other segment items(3)1,74537686
Segment Adjusted EBITDA$32,627$3,925$48,085$84,637
Reconciliation of Segment Adjusted EBITDA to income before income taxes
Segment Adjusted EBITDA$84,637
Adjustment for corporate items(4)(20,796)
Intersegment revenue elimination(2,915)
Depreciation and amortization(18,231)
Interest expense(21,190)
Selling, general and administrative (non-recurring)(3,259)
Non-cash stock-based compensation(1,652)
Income before income taxes$16,594
(in thousands)September 30, 2026
Elimination of cost of services (excludes depreciation and amortization)$2,693
Other operating expenses(2)(28,090)
Other items(5)4,601
$(20,796)
(in thousands)Other specified segment disclosure
Merchant SolutionsPayablesTreasury SolutionsTotal
Depreciation and amortization$10,245$1,288$5,396$16,929
(in thousands)Merchant SolutionsPayablesTreasury SolutionsTotal
Revenue from external customers$511,977$93,343$175,117$780,437
Intersegment revenue5,2321,1544,50910,895
517,20994,497179,626791,332
Elimination of intersegment revenues(10,895)
Total consolidated revenues780,437
Less: Cost of revenue (excludes depreciation and amortization)(1)(399,373)(71,623)(18,709)
Less: Other operating expenses(1)(2)(30,367)(10,854)(19,259)
Add: Other segment items(3)3,785469611
Segment Adjusted EBITDA$91,254$12,489$142,269$246,012
Reconciliation of Segment Adjusted EBITDA to income before income taxes
Segment Adjusted EBITDA$246,012
Adjustment for corporate items(4)(56,702)
Intersegment revenue elimination(10,895)
Depreciation and amortization(56,739)
Interest expense(63,257)
Selling, general and administrative (non-recurring)(8,759)
Non-cash stock-based compensation(6,023)
Income before income taxes$43,637
(in thousands)September 30, 2026
Elimination of cost of services (excludes depreciation and amortization)$10,652
Other operating expenses(2)(81,844)
Other items(5)14,490
$(56,702)
(in thousands)Other specified segment disclosure
Merchant SolutionsPayablesTreasury SolutionsTotal
Depreciation and amortization$33,256$3,865$15,896$53,017
(in thousands)Merchant SolutionsPayablesTreasury SolutionsTotal
Revenue from external customers$161,307$24,698$55,434$241,439
Intersegment revenue5674642501,281
161,87425,16255,684242,720
Elimination of intersegment revenues(1,281)
Total consolidated revenues241,439
Less: Cost of revenue (excludes depreciation and amortization)(1)(126,412)(17,987)(3,559)
Less: Other operating expenses(1)(2)(8,406)(3,874)(5,764)
Add: Other segment items(3)671154315
Segment Adjusted EBITDA$27,727$3,455$46,676$77,858
Reconciliation of Segment Adjusted EBITDA to income before income taxes
Segment Adjusted EBITDA$77,858
Adjustment for corporate items(4)(15,311)
Intersegment revenue elimination(1,281)
Depreciation and amortization(15,122)
Interest expense(22,463)
Debt modification and extinguishment expenses(12,476)
Selling, general and administrative (non-recurring)(1,491)
Non-cash stock-based compensation(2,327)
Income before income taxes$7,387
(in thousands)September 30, 2025
Elimination of cost of services (excludes depreciation and amortization)$1,277
Other operating expenses(2)(23,818)
Other items(5)7,230
$(15,311)
(in thousands)Other specified segment disclosure
Merchant SolutionsPayablesTreasury SolutionsTotal
Depreciation and amortization$7,607$1,275$4,923$13,805
(in thousands)Merchant SolutionsPayablesTreasury SolutionsTotal
Revenue from external customers$475,336$73,054$157,491$705,881
Intersegment revenue1,4581,0599393,456
476,79474,113158,430709,337
Elimination of intersegment revenues(3,456)
Total consolidated revenues705,881
Less: Cost of revenue (excludes depreciation and amortization)(1)(372,798)(52,363)(9,719)
Less: Other operating expenses(1)(2)(24,987)(11,408)(14,831)
Add: Other segment items(3)2,172399797
Segment Adjusted EBITDA$81,181$10,741$134,677$226,599
Reconciliation of Segment Adjusted EBITDA to income before income taxes
Segment Adjusted EBITDA$226,599
Adjustment for corporate items(4)(54,533)
Intersegment revenue elimination(3,456)
Depreciation and amortization(42,992)
Interest expense(68,693)
Debt modification and extinguishment expenses(12,514)
Selling, general and administrative (non-recurring)(4,085)
Non-cash stock-based compensation(7,119)
Income before income taxes$33,207
(in thousands)September 30, 2025
Elimination of cost of services (excludes depreciation and amortization)$3,447
Other operating expenses(2)(72,483)
Other items(5)14,503
$(54,533)
(in thousands)Other specified segment disclosure
Merchant SolutionsPayablesTreasury SolutionsTotal
Depreciation and amortization$20,865$3,798$14,507$39,170
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