Terms

Series

Series L Term Preferred Stock

Liquidation Preference

$25.00

Coupon Rate

6.375%

Rate Type

Fixed

Annual Dividend

$1.59

Payment Frequency

Quarterly

Cumulative

No

Perpetual

No

Convertible

No

Callable

Yes

First Call Date

February 28, 2025

First Call Price

$25.00

Mandatory Redemption Date

March 31, 2029

Capital Stack Ranking

Junior To: Secured Revolving Credit Facility, 6.50% Senior Unsecured Notes Due 2035, Any Future Senior Indebtedness; Pari Passu With: Series D Term Preferred Stock, Series E Term Preferred Stock, Series F Term Preferred Stock, Series G Term Preferred Stock, Series H Term Preferred Stock, Series I Term Preferred Stock, Series J Term Preferred Stock, Series K Cumulative Preferred Stock, All Other Future Preferred Stock; Senior To: All Common Stock

Regulatory (Basel III) Call

Yes

Tax Classification

Ordinary

Shares Offered

1,040,000

Prospectus Summary

Priority Income Fund, Inc. is issuing 1,040,000 shares of Series L Term Preferred Stock, a fixed-rate preferred with a 6.375% annual coupon ($1.59375 per share paid quarterly on March 31, June 30, September 30, and December 31), a $25 liquidation preference per share, and a mandatory redemption on March 31, 2029. The dividends are non-cumulative, meaning if a dividend is not declared or paid in any period, shareholders have no right to receive it in future periods (unlike cumulative preferreds where unpaid amounts accumulate and must eventually be paid). Each share represents a single unit (not a depositary share fraction) and entitles the holder to one vote per share, with preferreds voting together as a single class with common stock on most matters. Series L ranks pari passu (equally) with all other series of preferred stock outstanding (Series D, E, F, G, H, I, J, and K) and senior to all common stock in both dividend priority and liquidation priority. However, Series L is subordinate to the Company's senior indebtedness, which includes a $35 million secured revolving credit facility (collateralized by CLO investments) and $15 million of 6.50% senior unsecured notes due 2035. As a closed-end management investment company registered under the 1940 Act, the Company is also subject to mandatory redemption of preferred shares if it fails to maintain an asset coverage ratio of at least 200%—a regulatory trigger that protects debt holders by requiring the fund to reduce preferred (and potentially common) equity if assets decline relative to leverage. This structure means preferred shareholders absorb losses before debt holders but after debt service obligations are prioritized. At the $25 par value, Series L yields 6.375% annually, or approximately 6.38% to par-value purchasers (subject to market price fluctuations on the secondary market). Dividends are paid quarterly and are discretionary—declared by the Board only when funds are legally available. Shareholders should consult their tax advisor regarding dividend characterization; as a closed-end RIC preferred, distributions are typically ordinary income rather than qualifying dividend income. The record date for dividends follows standard market convention (typically 15 business days before payment, though not explicitly stated here). Dividend payments may be interrupted if the Company breaches its asset coverage requirement or fails to generate sufficient net investment income; under the 1940 Act, the Company must prioritize maintaining adequate asset coverage, which can restrict distributions to both preferred and common shareholders if assets decline materially.

Summarized from the SEC prospectus filing.

Distribution History

Ranking vs. Other Preferreds

Dividend Stopper Provisions

Dividend Stopper Description

Common stock dividends are restricted if payment would impair the Company's ability to maintain required asset coverage ratios under the Investment Company Act of 1940; preferred dividends are superior in payment priority but themselves subject to asset coverage constraints and availability of funds legally available for distribution.

Div Score Breakdown

Reinvesty's multi-factor safety analysis for this preferred, composite score: 57 (Average)