Priority Income Fund Inc Series D Pfd： 2024年度报告

Washington, D.C. 20549 FORMN-CSR CERTIFIED SHAREHOLDER REPORT OF REGISTEREDMANAGEMENT INVESTMENT COMPANIES Investment Company Act file number811-22725 Priority Income Fund, Inc.(Exact name of registrant as specified in charter) 10 East 40Street, 42 FloorNew York, NY 10016(Address of principal executive offices)thnd M. Grier EliasekChief Executive OfficerPriority Income Fund, Inc.10 East 40Street, 42 FloorNew York, NY 10016(Name and address of agent for service)thnd Registrant’s telephone number, including area code:(212) 448-0702 Date of fiscal year end:June 30 Date of reporting period:June30, 2025 Item 1(a). Reports to Stockholders.The annual report to stockholders pursuant to Rule 30e-1 under the Investment Company Act of 1940, as amended, for the year ended June 30, 2025 is filed herewith. Annual ReportJune30, 2025 Priority Income Fund, Inc. (the “Company”) is an externallymanaged, diversified, closed-end investment managementcompany registered under the Investment Company Act of1940, as amended. The Company has elected to be treatedfor tax purposes as a regulated investment company underSubchapter M of the Internal Revenue Code of 1986, asamended. TABLE OF CONTENTS PageLetter to Stockholders5Fund Performance7Portfolio Composition - At a Glance9 INVESTMENT OBJECTIVE Index to Financial Statements We seek to achieve our investment objective by investingprimarily in entities that in turn own a pool of senior securedloansmade to companies whose debt is rated belowinvestmentgrade or,in limited circumstances,unrated,which we collectively refer to as “Senior Secured Loans.”We have invested primarily in the equity and junior debttranches of a type of pools of Senior Secured Loans knownas Collateralized Loan Obligations, or “CLOs.” Based oncertaindiversification,liquidity and general marketconsiderations,we may also invest opportunistically inSenior Secured Loans directly (either in the primary orsecondary markets). Report of Independent Registered Public AccountingFirm11Statement of Assets and Liabilities12Statement of Operations13Statements of Changes in Net Assets and TemporaryEquity14Statement of Cash Flows15Schedule of Investments17Notes to Financial Statements24 Distribution Reinvestment Plan52Additional Information Regarding the Company54Management79Additional Information82 Letter to Shareholders Dear Shareholders, We are pleased to present this annual report of Priority Income Fund, Inc. (“we,” “us,” “our,” the “Company”, the “Fund” or “Priority”) for theperiod ended June 30, 2025. The following highlights key announcements and performance over the last 12 months ended June 30, 2025: –In April 2025, the Fund announced its intent to seek to list shares of its common stock on a national securities exchange, with a targetlisting date in the first half of 2026, subject to authorization by the Fund’s Board of Directors and market conditions. The Fund hasengaged Lucid Capital Markets, LLC to advise the Fund on the listing. Pursuant to the intent to list the Fund’s shares, the Fund’sBoard of Directors determined to suspend the offering of the Fund’s shares following the May 1, 2025 monthly share purchase date.–Priority has provided its shareholders with cash distributions each month for over 11 years and recently declared its bonus distributionsto common shareholders for the 59th time since inception. Priority recently paid shareholders an annualized dividend yield of21.83%,based on the June 30, 2025 net asset value per share of $6.14, covering 135% of the Company’s last twelve months’ net investmentincome exclusive of paid-in-kind interest and CLO equity adjustments. Priority has returned $489 million aggregate distributions sinceinception, representing $16.39 per share and a multiple of 2.67x of the June 30, 2025 net asset value.–Priority has no financing maturities prior to December 2028. Priority has focused on deleveraging the Company by announcing fourpreferred stock series redemptions, including the 6.125% Series I Term Preferred Stock, 6.000% Series H Term Preferred Stock,6.250% Series G Term Preferred Stock, and 6.625% Series F Term Preferred Stock, aggregating $138 million.–During the year ended June 30, 2025, Priority purchased 15 CLO equity and seven CLO debt investments totaling $116.7 million incost basis, and sold 12 CLO equity and 65 CLO debt investments totaling $196.1 million in cost basis. At year end, the Fund held 149CLO Equity and 30 CLO B- and BB-rated debt investments secured by more than 2,000 senior-secured loans to nearly 1,500 issuers.As of June 30, 2025, the Fund has exited and realized 151 CLO transactions totaling $435M of net investments, with an average10.7% realized internal rate of return and 1.27x multiple on invested capital.–Priority ended fiscal year 2025 with $597M of total assets. CLO Market Commentary We believe the long-term fundamentals for the investments pursued by Priority remain compelling against a backdrop of recent marketvolatility and