Priority Income Fund, Inc.: Investor Lawsuit Update, July 2026
July 2026 Update: Priority Income Fund has opened a tender offer to repurchase up to 1,550,812 shares of its common stock at net asset value as of July 31, 2026, one of the last liquidity windows for shareholders before the fund’s planned exchange listing. At the fund’s April 30, 2026 NAV of $3.70 per share, the maximum repurchase would total approximately $5.7 million. The offer is open through July 31, 2026.
The fund’s NAV has fallen sharply over the past year, from $7.17 per share as of April 30, 2025, to $3.61 per share as of March 31, 2026, before ticking up to $3.70 as of April 30, 2026, according to the fund’s reported figures. Shares were originally offered at $15.00.
The White Law Group continues to investigate potential securities fraud claims involving broker-dealers who may have unsuitably recommended Priority Income Fund to investors. If you have suffered losses in Priority Income Fund, our FINRA arbitration attorneys may be able to help you recover your losses. Priority Income Fund is a speculative, high-risk, illiquid, non-traded closed-end fund that invests primarily in collateralized loan obligations (CLOs) and is not suitable for every investor.
If you are concerned about your investment in Priority Income Fund, the securities attorneys of The White Law Group may be able to help you. For a free consultation, please call (888) 637-5510 or contact us online.
Pre-Listing Tender Offer and December 2026 Listing Deadline
Priority Income Fund announced in April 2025 that it intends to list its common shares on a national securities exchange before December 31, 2026, subject to market conditions and board approval. The fund engaged Lucid Capital Markets LLC as its listing adviser and suspended its continuous common share offering on May 1, 2025.
The current tender offer follows the fund’s standard quarterly repurchase program, which targets 2.5% of outstanding shares. Demand has previously exceeded the cap. In the June 2025 tender, approximately 4% of outstanding shares were tendered against the 2.5% limit, and shareholders received roughly 60% of their requested repurchases on a prorated basis at the then-current NAV of $7.17 per share.
For investors who miss the remaining tender windows, the listing itself may not provide relief. Non-traded closed-end funds that transition to an exchange listing have historically traded at discounts to NAV in the early period after listing, meaning shareholders who sell into the open market may receive less than the fund’s stated per-share value. The fund’s charter amendment, approved by stockholders in 2025, also restricts sales after a listing: only 25% of common shares may be sold in the first 90 days, 50% within 180 days, and 75% within 270 days without board approval.
Preferred Stock Redemptions and NYSE Delisting
As it prepares to bring its common shares to market, the fund has been unwinding its preferred stock. In April 2026, the New York Stock Exchange moved to delist the fund’s 6.000% Series J Term Preferred Stock due 2028, following the fund’s March 25, 2026 announcement that it would redeem all outstanding Series J shares. Priority Income Fund has reportedly announced four preferred series redemptions totaling $138 million in aggregate as part of the pre-listing restructuring.
Sharp Decline in Net Asset Value (NAV)
Priority Income Fund’s reported NAV per share has declined steadily and then steeply since the shares were originally offered at $15.00:
- $12.64 per share as of November 30, 2021
- $11.12 per share as of October 31, 2022
- $7.17 per share as of April 30, 2025
- $5.07 per share as of November 30, 2025
- $4.54 per share as of January 31, 2026 (unaudited estimate)
- $4.22 per share as of February 28, 2026 (unaudited estimate)
- $3.61 per share as of March 31, 2026
- $3.70 per share as of April 30, 2026
The fund has continued declaring monthly cash distributions throughout the decline, announcing annualized distribution rates on NAV as high as 22.0% in September 2025 and 20.71% in December 2025. Rates calculated on a falling NAV can appear elevated even as the underlying value of an investor’s shares shrinks, and the fund has disclosed that portions of its distributions may represent a return of capital rather than investment income.
Complex, High-Risk CLO Investment Strategy
Priority Income Fund invests at least 80% of its total assets in securitized pools of senior secured loans, according to the fund’s prospectus. Its strategy includes equity and junior tranches of collateralized loan obligations (CLOs), which are generally riskier than direct investments in the underlying companies because they absorb losses first when loans in the pool default. As of its fiscal year ended June 30, 2025, the fund reportedly held 149 CLO equity positions and 30 CLO debt investments backed by more than 2,000 senior secured loans, with total assets of approximately $597 million.
The loans underlying the fund’s CLO positions are made to companies whose debt is rated below investment grade, which involves a greater risk of default and higher price volatility than investment-grade debt.
Liquidity Issues and Risk Warnings
The fund revised its liquidity strategy years ago, changing its position from pursuing a liquidity event upon completion of the offering to stating it “may, but is not obligated to,” pursue a liquidity event for shareholders. The fund’s prospectus discloses multiple pages of risk factors, warning that there is no obligation to complete a liquidity event, shares are not listed on any securities exchange, liquidity is extremely limited, and distributions are not guaranteed.
Despite these disclosures, brokers and financial advisors reportedly sold Priority Income Fund shares to retirees and conservative investors who relied on their accounts for income and could not afford to have their capital locked up in an illiquid, leveraged CLO fund. High selling commissions on non-traded products can create a conflict of interest that influences unsuitable recommendations.
If you are concerned about your investment in Priority Income Fund, the securities attorneys of The White Law Group may be able to help you. For a free consultation, please call (888) 637-5510 or contact us online.
Investor Arbitration Claims Involving Priority Income Fund
According to press reports, investors have begun filing FINRA arbitration claims against broker-dealers over the sale of Priority Income Fund, including claims alleging that the fund was unsuitably recommended to retired investors. These claims are allegations, and the broker-dealers involved have not been found liable. The White Law Group is investigating the broker-dealers and registered investment advisers that sold Priority Income Fund to determine whether they performed adequate due diligence and made suitable recommendations.
About Priority Income Fund
Launched in 2013 and affiliated with Prospect Capital Management, Priority Income Fund is a registered non-traded closed-end fund that focuses primarily on investments in CLO securities. Preferred Capital Securities, LLC serves as the fund’s dealer-manager, distributing shares through broker-dealers and registered investment advisers.
Filing a Complaint Against Your Brokerage Firm
Brokerage firms must perform due diligence on the products they sell and ensure that any investment recommendation is suitable based on an investor’s age, financial situation, risk tolerance, and investment experience. Under Regulation Best Interest, firms must also place the customer’s interests ahead of their own financial interests, including sales commissions.
If your financial advisor failed to properly disclose the risks of Priority Income Fund or recommended the investment despite it being unsuitable for you, you may have grounds for a FINRA arbitration claim to recover your investment losses. When firms fail to supervise their representatives or the products on their platforms, they can be held liable for resulting investor harm.
Free Consultation with a Securities Attorney
If you are concerned about your investment in Priority Income Fund, the securities attorneys of The White Law Group may be able to help you. For a free consultation, please call (888) 637-5510 or contact us online.
The White Law Group is a national securities fraud and investor protection law firm with offices in Chicago, Illinois, and Seattle, Washington.
Frequently Asked Questions (FAQs)
1. Why has Priority Income Fund’s NAV declined?
Priority Income Fund’s reported NAV has fallen from a $15.00 offering price to $3.70 per share as of April 30, 2026. The fund invests primarily in equity and junior tranches of collateralized loan obligations, which absorb losses first when underlying below-investment-grade loans default, and the fund has continued paying high monthly distributions that may include a return of investors’ own capital.
2. Can I sue my broker over Priority Income Fund losses?
If your financial advisor recommended Priority Income Fund without properly disclosing its risks, or if the investment was unsuitable given your age, income needs, or risk tolerance, you may be able to recover your losses through FINRA arbitration against the brokerage firm that sold you the investment. Investors have reportedly already begun filing arbitration claims involving Priority Income Fund sales.
3. What happens to my Priority Income Fund shares when the fund lists on an exchange?
The fund has stated it anticipates listing its common shares before December 31, 2026. After a listing, shares will trade at market price rather than NAV, and similar funds have historically traded at discounts to NAV after listing. Charter restrictions also limit how many shares can be sold during the first 270 days after a listing event.
