Shift4 Payments, Inc. (FOUR) Business
This page reproduces the company's own Item 1 Business text from the linked SEC filing. It is filer text, not grepcent analysis, scoring, or investment advice.
Informational only - not investment advice. See Disclaimer.
ITEM 1. BUSINESS
Our Company
At Shift4, our mission is to boldly redefine commerce by simplifying complex payments ecosystems across the world. We are a leading independent provider of software and payment processing solutions in the U.S. and we are expanding our payment processing solutions to international markets.
As a result of the acquisition of Global Blue Group Holding AG (“Global Blue”) in the third quarter of 2025 (“Global Blue Merger”) we are also a leader in tax-free shopping (“TFS”). Global Blue is a leading technology and travel services platform, primarily providing TFS, dynamic currency conversion, and payments solutions to many of the world’s largest retail brands.
We power billions of transactions annually for hundreds of thousands of businesses in virtually every industry. We achieved our leadership position through decades of solving business and operational challenges facing our customers’ overall commerce needs. Our merchants range in size from small owner-operated local businesses to multinational enterprises conducting commerce globally.
Merchants are often utilizing a variety of software and hardware tools to operate their businesses and stay competitive. However, the complexity of managing commerce across multiple channels, geographies, and systems with a variety of tools presents significant challenges. For example, a small business may rely on many disparate tools to manage operations, customer interactions, and payments. A large resort might use an even broader array of tools to handle online reservations, check-ins, dining, spa services, activities, parking, and more. Coordinating numerous systems from different providers while ensuring seamless payment acceptance and a good customer experience is becoming a growing challenge for businesses of all sizes.
We aim to simplify and enhance the commerce experience for merchants, enabling them to focus on growing their business rather than navigating a patchwork of fragmented tools. By delivering an integrated solution that unites hardware, software and payment processing, we aim to reduce inefficiencies, improve operational clarity, and elevate the customer experience—empowering businesses to succeed in an increasingly competitive and complex economy.
At the heart of our business is our payments platform. Our payments platform is a full suite of integrated payment products and services that can be used across multiple channels (in-store, online, mobile and tablet-based) and industry verticals, including:
•end-to-end payment processing for a broad range of payment types;
•merchant acquiring services;
•a proprietary omni-channel gateway capable of multiple methods of mobile, contactless and QR code-based payments;
•complementary third-party software integrations;
•full eCommerce capabilities, including web-store design, hosting, shopping cart management and fulfillment integrations;
•integrated and mobile POS solutions;
•security and risk management solutions; and
•reporting and analytical tools.
We offer innovative technology solutions that go beyond payment processing. Some of our solutions are developed in-house, such as business intelligence and POS software, while others are powered by our network of complementary third-party applications. Our focus on innovation, combined with our product-driven culture, enables us to create scalable technology solutions that benefit from an extensive library of intellectual property.
We distribute our services through a network of internal sales teams, as well as through our network of partners. Our partners are comprised of (1) independent software vendors (“ISVs”) and (2) value-added resellers (“VARs”). We offer a single integration to a global end-to-end payment offering, a proprietary gateway and a robust suite of technology solutions to enhance the value of their software and simplify payment acceptance. Our partners rely on us to provide a seamless commerce experience, enterprise grade security, analytics, and compatibility with a wide network of other point of sale (“POS”) solutions.
Our revenue is predominantly recurring due to the nature of our business model. The majority of our revenue is derived from processing fees, which are charged either as a percentage of volume and/or as a fee per transaction. Additionally, we generate subscription revenue from licensing our POS software, business intelligence tools, payment device management, and other technology solutions. Our merchant base is diversified, with no single merchant accounting for more than 3% of our total revenue in recent years.
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Our Shift4 Model
Our mission is to enable commerce. Solving the complexity inherent to a growing business requires a specialized approach that combines a seamless customer experience with a secure, reliable and robust suite of payments and technology offerings.
To achieve this mission, we strategically built our Shift4 Model on a three pillar foundation: (i) payments platform; (ii) technology solutions; and (iii) sales and distribution.
Payments Platform
Our payments platform provides omni-channel card acceptance and processing solutions across multiple payment types, including credit, debit, contactless card, Europay, MasterCard and Visa (“EMV”), QR Pay, and mobile wallets as well as alternative payment methods such as Apple Pay, Google Pay, Alipay and WeChat Pay. We continue to innovate and evolve our payments offering as new technology and payment methods are adopted by consumers.
Through our proprietary gateway, our payments platform is integrated with hundreds of software suites including some of the largest and most recognized software providers in the world. In addition, we enable connectivity with the largest payment processors, alternative payment rails and many different payment devices. Our payments platform includes market-leading security features that help prevent consumer card data from entering the merchant’s environment.
We have designed our payments platform to be:
•Integrated – fully integrated and seamlessly connected, facilitating easy data capture and compatibility across all solutions;
•Reliable – supports the most demanding payment environments 24 hours a day, 365 days a year; and
•Secure – Payment Card Industry (“PCI”)-validated Point-to-Point Encryption (“P2PE”) tokenization and EMV-ready (Europay, Mastercard, and Visa) solutions.
Our merchants have the flexibility to utilize our payments platform in one of two ways: as a gateway or as an end-to-end payment solution. Gateway merchants benefit from interoperability with many third-party payment processors. End-to-end payments merchants benefit from a single, unified vendor solution for payment acceptance, devices, POS software solutions and a full suite of business intelligence tools. By consolidating these functions through a single, unified vendor solution, these merchants are typically able to reduce total spend on payment acceptance solutions and access gateway and technology solutions as value-added features.
Technology Solutions
Our suite of technology solutions is designed to streamline our customers’ business operations, drive growth through strong consumer engagement and improve their business using rich transaction-level data.
•SkyTab POS – We provide purpose-built POS workstations pre-loaded with powerful, mission-critical software and integrated payment functionality. We believe our SkyTab POS offering helps our merchants scale their business and improve operational efficiency while reducing total cost of ownership relative to other competing solutions.
•SkyTab Mobile – Our mobile payments offering, SkyTab Mobile, provides a complete feature set, including pay-at-the-table, order-at-the-table, delivery, customer feedback and email marketing, all of which are integrated with our proprietary gateway and Lighthouse. This unique solution is relevant for merchants ranging from small and midsize businesses (“SMB”) to large enterprises and across numerous industry verticals.
•SkyTab Venue – Our mobile-first technology solution provides stadium, theme park and entertainment venues with a frictionless commerce experience. Our SkyTab Venue solutions include mobile ordering, countertop POS, self-service kiosk, and digital wallet to facilitate food and beverage, merchandise, and loyalty all within a white-labeled technology application that is fully integrated with our secure end-to-end payment processing platform.
•Lighthouse – Our cloud-based suite of business intelligence tools includes customer engagement, social media management, online reputation management, scheduling and product pricing, as well as extensive reporting and analytics.
•The Giving Block – Our cryptocurrency donation marketplace allows donors to easily gift a variety of cryptocurrencies to approximately 2,400 charities.
•Shift4Shop – Our turnkey eCommerce platform provides everything a merchant needs to build their business online. Merchants can create a webstore in minutes and choose from over one hundred design themes. Shift4Shop also provides merchants with tools to manage their product catalog, order fulfillment and inventory management, search-engine-optimization and secure hosting.
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•Marketplace – We enable seamless integrations into complementary third-party applications, which helps reduce the number of vendors on which our merchants rely. For example, a restaurant can enable DoorDash via Marketplace and accept orders from their existing POS, dramatically simplifying implementation and eliminating manual reconciliation of multiple systems. That same restaurant can also enable payroll, timekeeping and other human resource services, reducing the time spent on manual workflows and enhancing employee engagement. Marketplace also includes a variety of functional applications including loyalty and inventory management.
•TFS Services – We provide a cloud-based solution that facilitates the value-added tax (“VAT”) refund process for both merchants and travelers, enhancing cross-border commerce. TFS allows non-resident travelers to receive a refund of the total VAT paid, less a commission. Our flexible, scalable, and highly integrated platform allows it to facilitate payment processing through its integrations with more than 40 acquirers and PSP partners and more than 250 POS partners and transaction processing through 13 scheme integrations, as well as provides a validation engine for customs and authorities through integrations with over 20 customs validation export software platforms. We intend to continue to innovate to bring leading products and solutions to the market.
Sales and Distribution
Our payments platform and technology solutions are delivered to our merchants through our distribution network. Today, our network includes thousands of partners and regional internal sales and support hubs, allowing us to provide the support that many merchants demand. Our distribution approach and commitment to our internal sales team and software partners are key to our go-to-market strategy.
•Independent software vendors – Our solutions are connected into hundreds of integrations with market-leading software providers, including some of the largest and most recognizable technology companies in the world. By integrating our payments platform into their software suites, our ISVs are able to sell a comprehensive solution to the merchant at an attractive price point.
•Internal sales and support network – A significant portion of our employees are dedicated to sales and customer support, which allows for superior responsiveness and oversight of the customer experience.
•Enterprise relationships – In addition to SMBs, we support our large enterprise relationships across thousands of locations. Our enterprise customers consist of stadiums, arenas, resorts, and airlines, among others.
•Value added resellers – We partner with VARs to sell our solutions to merchants. These VARs include third-party resellers and organizations that provide distribution for ISVs. VARs act as trusted and localized service providers to our merchants by providing them with software and services. This partnership enables us to expand our reach and scalability by allowing a VAR to bundle our full payments and technology product suite with other value-added services provided by the VAR.
We are selective in identifying and choosing our VAR partners, and we seek to align our business objectives with those that have strong networks, local expertise, high-quality merchant portfolios, and trusted relationships. Our network of VARs provide a consistent and extensive source of new merchant acquisition, with no single VAR accounting for more than 2% of our revenue for the year ended December 31, 2025.
Our compelling value proposition enables our partners to extend attractive arrangements to our merchants. For merchants that subscribe to our end-to-end payments offering, our partners can offer gateway and technology solutions as value-added features included in the price of our payments offering. We believe that enabling our partners to provide a cost-effective and comprehensive bundle of solutions best supports their ability to sell our solutions and grow their businesses.
Operations and Support Services
Our operations infrastructure is designed to deliver high-quality experiences to our customers and to drive efficiencies throughout the entire payment ecosystem. We leverage our vast history in the hospitality sector, as well as our enterprise domain expertise, to ensure our obligations to our customers are maintained and fulfilled effectively. Our operations and support services include:
Merchant Operations and Support
•Merchant underwriting – Our merchant underwriting team manages applications and risk evaluation of new merchants. The majority of our merchant base operates in end markets with high card-present volume and low levels of fraud and chargeback losses. In addition, our underwriting strategy offers expedited activation to merchants with a low risk profile, which enhances their customer experience.
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•Merchant onboarding and activation – A business owner can enroll for a merchant account within minutes via our online portal. For enterprises, our merchant onboarding and activation team works closely with our partners to facilitate a seamless transition from sales to implementation and activation. Our streamlined activation and automated approval process enables fast and frictionless merchant onboarding, providing us and our partners with enhanced speed-to-market. Our partners are typically able to board even the largest and most complex merchants within 24 hours of submitting an application.
•Merchant training – We provide a full curriculum of training materials to our merchants via a dedicated training department and content delivery platform.
•Merchant risk management – Our risk management operations are designed to monitor merchant accounts on an on-going basis. This includes dedicated security and regulatory support such as PCI compliance support, vulnerability scanning, system monitoring and breach assistance. Once a merchant is activated, our systems are configured to automatically monitor any activity that may require additional diligence, which in turn helps minimize losses associated with fraud and default.
•Merchant support – Our merchant support team responds to inquiries from merchants seven days a week, 24 hours a day, 365 days a year. The team provides customer support for systems integrations and other technical solutions. In addition, we have a dedicated team of merchant account specialists that guide merchants through the payment acceptance process from onboarding to settlement and reporting. With strong emphasis on first-call resolution, we seek to provide exceptional payment expertise and support for our merchants. We train our customer support team to quickly identify and resolve each matter in an empathetic and professional manner which reduces repeat calls and improves our operational efficiency.
Software Partner Operations and Support
•Software integrations and compliance management – We have a team of engineers and technical support staff dedicated to support software integrations and ensure compliance with all card brand, security and regulatory requirements, including PCI and Payment Application Data Security Standard compliance support, system integration and configuration guidance.
•Partner support – We have dedicated support teams who work with our software providers to address any questions or issues that may pertain to the integration of our products and solutions into their software suites. We seek to deliver end-to-end issue resolution by bringing all appropriate disciplines together in an integrated manner, in order to optimize partner support. In addition, we help resolve issues that may pertain to our partners’ entire portfolio of merchants or incidents pertaining to a single merchant.
•Partner services – Through our partner-facing merchant relationship management system, our partners are able to track each step of the activation process of their new merchant accounts in real-time. Through this system, our partners can track their merchant portfolio, including commissions, residual payments and even support calls/recordings, in an accurate and real-time manner. We have added substantial automation to these processes, which is essential to ensure optimal experience as well as financial efficiency.
Growth Strategy
Our recent growth has been fueled by a combination of focused strategic initiatives:
Expanding Volume – We aim to accelerate growth by increasing the volume processed through our integrated platform across diverse verticals, including restaurants, hospitality, venues, specialty retail, and e-commerce. In addition to converting gateway customers to full end-to-end processing, we leverage hundreds of unique software integrations to share data with merchants’ product suites and enhance the customer experience. We plan to continue expanding our proprietary software integrations, which we believe provides a competitive advantage in attracting and retaining merchants. These integrations, along with the diversification of our merchant base, are cornerstones of our long-term growth strategy.
Merchant Acquisition and Retention – We focus on acquiring new merchants with innovative and scalable solutions while retaining existing customers through high-value tools that enhance their operations and reduce the incentive to switch providers. Our scale enables us to offer new merchants free hardware and other financial incentives, easing their transition from current providers.
Technology and Product Innovation – We continuously evolve our product offerings, such as SkyTab and advanced business intelligence tools, to address the changing needs of our merchants and empower them to grow their businesses, which increases volume.
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Global Expansion – We are actively extending our footprint into international markets. In 2023, we acquired Credorax, Inc., operating as Finaro, which specializes in integrated acquiring and payment processing services for merchants in Europe and the United Kingdom. Finaro has provided the global infrastructure and technology to support our international expansion. The acquisition of Global Blue also provided us with tens of thousands of merchant relationships throughout the world that we can potentially cross sell payment services to.
Mergers and Acquisitions (“M&A”) and Strategic Partnerships – We leverage acquisitions and strategic partnerships to expand our presence and integrate complementary capabilities. Some of our recent acquisitions have directly supported our global expansion efforts.
We believe these initiatives combine organic growth, technological innovation, and strategic expansion to best position us for success.
Competition
We compete in a highly competitive industry with a range of providers. For certain services and solutions, including end-to-end payments, we compete with non-integrated payment processors (such as Chase Paymentech, Elavon, Worldpay, Fiserv and Global Payments) and integrated payment providers (such as Adyen, Lightspeed, Shopify, Square and Toast). For our hospitality gateway offering, we compete with Elavon and FreedomPay, among others. For our TFS offering we compete with other TFS providers, and with a limited number of merchants and governments that provide TFS services in-house.
While competitive factors and their relative importance can vary based on size, industry and geographic reach of software partners and merchants, we believe we compete primarily on the basis of reputation, domain expertise, scale of distribution channels, breadth of offerings, simplicity and ease-of-use of solutions, pace of innovation, price, data security and customer service. We believe we compete favorably with respect to all of these factors.
Patents, Trademarks and Intellectual Property
We rely on a combination of intellectual property rights, including patents, trademarks, copyrights, trade secrets and contractual rights to protect our proprietary software and our brands. We have registered or applied to register certain of our trademarks in the U.S. and several other countries. In addition, we have obtained or applied for patents in the U.S. and certain foreign countries on certain material aspects of our proprietary software applications. We also license intellectual property from third parties, including software that is incorporated in or bundled with our proprietary software applications. We generally control access to and use of our proprietary software and other confidential information through the use of internal and external controls, including entering into non-disclosure and confidentiality agreements with both our employees and third parties.
We hold dozens of patents globally related to our proprietary payments technologies. The expiration of these patents is not reasonably likely to have a material adverse effect on our business, financial condition or results of operations. In addition, we own a portfolio of trademarks globally and have registered our primary trademarks, Shift4 Payments, Shift4, and SkyTab.
Seasonality
Our operating results and operating metrics are subject to seasonality based on historic patterns of consumer and business traveler spending behaviors coupled with exposure to seasonality experienced by our mix of merchants. In the past, we have experienced seasonal fluctuations in our quarterly revenue with revenue typically strongest in our second and third quarters and weakest in our first quarter. As we expand into new verticals and geographies, we expect to continue to experience seasonal fluctuations. Other factors influencing our quarterly seasonality include the timing of specific holidays in a given year, the number of business days in a quarter, and the proportion of our volume derived from various merchant businesses. Historically, the TFS business experiences seasonality, with the summer months typically being a high season of travel, resulting in increased working capital needs. As a result, we expect our TFS revenues earned in the third quarter of the year will usually be greater than other quarters of the financial year.
Government Regulation
Various aspects of our business and service areas are subject to U.S. federal, state, and local regulation, as well as regulation outside the U.S. (in particular, European Union (“EU”) and United Kingdom (“UK”) regulation). As we continue to expand our business globally, we will become subject to more government regulation in new markets. Certain of our services also are subject to rules promulgated by various card networks and other authorities, as more fully described below. These descriptions are not exhaustive, and these laws, regulations and rules frequently change and are increasing in number.
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The Dodd-Frank Act
In July 2010, the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (“the Dodd-Frank Act”) was signed into law in the U.S. The Dodd-Frank Act has resulted in significant structural and other changes to the regulation of the financial services industry. Among other things, Title X of the Dodd-Frank Act established the Consumer Financial Protection Bureau (“CFPB”) to regulate consumer financial products and services (including some offered by our partners). The CFPB may also have authority over us as a provider of services to regulated financial institutions in connection with consumer financial products.
Separately, the Dodd-Frank Act directed the Federal Reserve to regulate debit interchange transaction fees that a card issuer or payment network receives or charges for an electronic debit transaction. Pursuant to the Dodd-Frank Act, debit interchange transaction fees must be “reasonable and proportional” to the cost incurred by the card issuer in authorizing, clearing, and settling the transaction. In addition, the regulations contain non-exclusivity provisions that ban debit card networks from prohibiting an issuer from contracting with any other card network that may process an electronic debit transaction involving an issuer’s debit cards and prohibit card issuers and card networks from inhibiting the ability of merchants to direct the routing of debit card transactions over any network that can process the transaction.
In addition, members of Congress have periodically introduced legislation to reduce credit card interchange, such as The Credit Card Competition Act of 2023. If any such legislation is passed, our business, financial condition or results of operations may be adversely affected.
Further, the ability of payment networks to impose certain restrictions are limited because the Dodd-Frank Act allows merchants to set minimum dollar amounts for the acceptance of a credit card (while federal governmental entities and institutions of higher education may set maximum amounts for the acceptance of credit cards). Depending on the card network rules, merchants are also allowed to provide discounts or other incentives to entice consumers to pay with an alternative payment method, such as cash, checks, or debit cards.
The Dodd-Frank Act granted each the CFPB and the Financial Stability Oversight Council authority to determine whether any non-bank financial company, such as us, should be supervised by the CFPB or Board of Governors of the Federal Reserve System, respectively. Any new rules or regulations, implemented by the CFPB or the Financial Stability Oversight Council or in connection with the Dodd-Frank Act that are applicable to us or directly or indirectly adversely impact our business, or any changes that are adverse to us resulting from litigation brought by third parties challenging such rules and regulations, could increase our cost of doing business or limit permissible activities.
Association and network rules
We are subject to the rules of American Express, Discover, Interlink, Maestro, Mastercard, Visa and other payment networks. In order to provide our services, we must be registered either indirectly or directly as service providers with the payment networks that we utilize. Our entities that are not a “member bank” as defined in certain of the payment networks’ rules are not eligible for primary membership in certain payment networks and are therefore unable to directly access them. Instead, those payment networks require payment service providers to be sponsored by a member bank, which, for the relevant entities, we have accomplished through a Sponsorship Agreement with a sponsor bank. We are registered with Visa, Mastercard and other networks as either direct members (in relation to jurisdictions where we hold appropriate licenses) or service providers for member institutions. As such, we are subject to applicable card association and payment network rules, which impose various requirements and could subject us to a variety of fines or penalties that may be levied by such associations and/or networks for certain acts or omissions. Our failure to comply with the networks’ requirements, or to pay the fees or fines they may impose, could result in the suspension or termination of our sponsorship by our sponsor bank or our registration with the relevant payment network(s), and therefore require us to limit or cease providing the relevant payment processing services, all of which could adversely affect our business, financial condition or results of operations. In addition, sponsor banks may terminate their sponsorship of us or could require us to stop providing payment processing services, which would adversely affect our ability to conduct our business. Payment network rules are regularly updated and compliance with changes may increase the cost of doing business.
Additionally, as a service provider that assists in the processing of debit and credit cards, we are subject to the Data Security Standard (“PCI DSS”), issued by the PCI Council. PCI DSS is a multifaceted security standard that contains compliance guidelines and standards with regard to our security surrounding the physical administrative and technical storage, processing and transmission of individual cardholder data. Failure to be PCI-compliant or to meet other payment card standards may result in the imposition of financial penalties or the allocation by the card brands of the costs of fraudulent charges to us.
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Card associations and payment networks and their member financial institutions regularly update and generally expand security expectations and requirements related to the security of cardholder data and environments. We are also subject to network operating rules promulgated by the National Automated Clearing House Association relating to payment transactions processed by us using the Automated Clearing House Network and to various state, federal, and foreign laws regarding such operations, including laws pertaining to electronic benefits transactions. We are subject to audit by our partner financial institutions for compliance with the rules and guidelines. Our sponsor financial institutions have substantial discretion in approving certain aspects of our business practices, including the terms of our agreements with our Automated Clearing House processing.
Privacy and information security regulations
We, our partners and certain of our merchants provide services that may be subject to various state, federal, and foreign privacy laws and regulations, including, among others, the Financial Services Modernization Act of 1999, which we refer to as the Gramm-Leach-Bliley Act (“GLBA”), the EU General Data Protection Regulation 2016/679 (“EU GDPR”), the California Consumer Privacy Act of 2018, as amended by the California Privacy Rights Act of 2020 (the “CCPA”), the United Kingdom General Data Protection Regulation and Data Protection Act 2018 (collectively, the “UK GDPR”), the Personal Information Protection and Electronic Documents Act in Canada and Israeli privacy laws, in particular in relation to our European business. These laws and their implementing regulations restrict certain collection, processing, storage, use, and disclosure of personal information, require notice to individuals of privacy practices, and provide individuals with certain rights to prevent use and disclosure of protected information. These laws also impose requirements for the safeguarding and proper destruction of personal information through the issuance of data security standards or guidelines. Certain federal, state and foreign laws and regulations impose similar privacy obligations and, in certain circumstances, obligations to notify affected individuals, state officers or other governmental authorities, the media, and consumer reporting agencies, as well as businesses and governmental agencies, of security breaches affecting personal information. In addition, there are state and foreign laws restricting the ability to collect and utilize certain types of information such as Social Security and driver’s license numbers.
As a processor of personal data of EU and UK data subjects, we are also subject to regulation and oversight in the applicable EU Member States and United Kingdom with regard to data protection legislation. The EU GDPR and UK GDPR (collectively referred to as the “GDPR”) contains additional obligations on data controllers and data processors that have an establishment in the EU or UK or are offering goods or services to, or monitoring the behavior of, consumers within the EU or UK. There are material sanctions under GDPR for failing to comply, and penalties for certain breaches are up to the greater of EUR 20 million/ GBP 17.5 million or 4% of our global annual turnover. In addition to fines, a breach of the GDPR may result in regulatory investigations, reputational damage, orders to cease/change our data processing activities, enforcement notices, assessment notices (for a compulsory audit) and/or civil claims (including class actions). We are also subject to evolving EU and UK privacy laws on cookies, tracking technologies and e-marketing.
Unfair trade practice regulations
We, our partners and certain of our merchants are subject to various federal, state, and international laws prohibiting unfair or deceptive trade practices.
In the U.S., Section 5 of the Federal Trade Commission Act and the prohibition against unfair, deceptive, or abusive acts or practices (“UDAAPs”) under the Dodd-Frank Act, and prohibiting misrepresentations and other activities related to telemarketing, such as the Telemarketing Sales Act. Various regulatory agencies, including the Federal Trade Commission (“FTC”) and state attorneys general, have authority to take action against parties that engage in unfair or deceptive trade practices or violate other laws, rules, and regulations, and to the extent we are processing payments for a client that may be in violation of laws, rules, and regulations, we may be subject to enforcement actions and incur losses and liabilities that may impact our business. For example, all persons offering or providing financial services or products to consumers, directly or indirectly, can be subject to the prohibition against UDAAPs. The CFPB has enforcement authority to prevent an entity that offers or provides consumer financial services or products or a service provider from committing or engaging in UDAAPs, including the ability to engage in joint investigations with other agencies, issue subpoenas and civil investigative demands, conduct hearings and adjudication proceedings, commence a civil action, grant relief (e.g., limit activities or functions; rescission of contracts), and refer matters for criminal proceedings.
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Other jurisdictions in which we, our partners and our merchants operate also impose similar legal and regulatory requirements relating to unfair trade practices, in particular in the context of business-to-consumer (“B2C”) relationships. For example, the EU Unfair Commercial Practices Directive prohibits B2C actions that are contrary to professional diligence and distort consumer behavior, including banning misleading actions/omissions, aggressive tactics, and a “blacklist” of specific unfair practices across all EU member states. The UK Consumer Rights Act 2015 and the UK Digital Markets, Competition and Consumers Act 2024 contain similar requirements and prohibitions designed to protect consumers from unfair trading and regulate unfair terms in consumer contracts. Sector-specific requirements may also apply in relation to B2C relationships, such as the UK Financial Conduct Authority’s consumer duty, which requires relevant FCA-regulated firms to act to deliver good outcomes for retail customers by reference to three cross-cutting rules that explain how relevant firms should act in relation to the manufacture and distribution of financial products and services, price and value, consumer understanding, and consumer support.
Under EU competition laws and the competition laws of other international jurisdictions (to the extent such laws exist), regulators can investigate parties for anti-competitive practices and/or abuse of dominant position. Accordingly, there is a possibility of future litigation and/or investigations by competition authorities into our behavior in any market, including where we may be considered to hold a dominant position. Private litigants may also seek damages for certain breaches of competition law through civil courts, as provided by EU competition laws and the laws of other jurisdictions. Were any finding or rulings to be made against us, we could be required to pay damages and fines, which could be substantial, and/or we could be required to alter any behavior determined to be abusive or anti-competitive, both of which could have a material adverse effect on our business, prospects, financial condition and results of operations.
Anti-money laundering, anti-bribery, sanctions, and counter-terrorist regulations
We are contractually required to comply with the anti-money laundering laws and regulations in certain countries, and in others where we hold regulatory licenses, our relevant subsidiaries are directly subject to them. For example, in the U.S., we comply with certain provisions of the Bank Secrecy Act, as amended by the USA PATRIOT Act of 2001, and its implementing regulations (collectively “the BSA”) which are enforced by the Financial Crimes Enforcement Network, a bureau of the U.S. Department of the Treasury and the U.S. Department of Justice. Our Maltese Financial Institution licensed entity is directly required to comply with the anti-money laundering law and regulations applicable in the EU as transposed into Maltese law by virtue of the Prevention of Money Laundering Act and the Prevention of Money Laundering and Financing of Terrorism Regulation, Chapter 373 of the laws of Malta and all subsidiary legislation emanating from it. Our UK Authorised Payment Institution is directly subject to UK anti-money laundering laws and regulations. Our Italian Payment Institution is also subject to similar requirements under Italian regulation. We are also subject to anti-corruption laws and regulations, including the U.S. Foreign Corrupt Practices Act (“FCPA”), which prohibits improper payments to foreign government officials and requires accurate books and records and a system of internal accounting controls, and the similar laws of other jurisdictions where we conduct business. We have policies, procedures, systems, and controls designed to promote compliance with such laws and regulations.
We are also subject to economic and trade sanctions programs that are administered by the Department of Treasury’s Office of Foreign Assets Control (“OFAC”), which prohibit or restrict transactions to or from, or dealings with, specified countries, their governments, and in certain circumstances, their nationals, and with individuals and entities that are specially-designated nationals of those countries, narcotics traffickers, and terrorists or terrorist organizations. Other group entities may be subject to additional local sanctions requirements in other relevant jurisdictions. We have policies, procedures, systems, and controls designed to identify and address compliance with sanctions programs.
Similar anti-money laundering, counter-terrorist financing, and proceeds of crime laws apply to movements of currency and payments through electronic transactions. These laws also apply to dealings with persons specified in the lists of OFAC-like organizations of several other countries, and require specific data retention obligations to be observed by intermediaries in the payment process. Our businesses in those jurisdictions are subject to those data retention obligations.
EU and UK financial services regulation
We conduct regulated payment services business in the EU via our Maltese Financial Institution licensed entity, which is subject to various ongoing Maltese financial services regulatory requirements, including the requirements of the second EU payment services directive (Directive (EU) 2015/2366, also known as “PSD2”) as transposed into Maltese law. These requirements include regulatory capital and liquidity requirements, organizational and governance requirements, conduct of business requirements, requirements relating to safeguarding of customer funds, and regulatory reporting requirements. We have policies, procedures, systems, and controls designed to promote compliance with such requirements. Our Malta Financial Institution is subject to the ongoing supervision of the Malta Financial Services Authority, which has a broad set of regulatory powers in relation to Maltese licensed Financial Institutions, including powers to conduct routine supervisory exams and inspections, undertake investigations, and take enforcement actions.
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We also conduct regulated payment services business in the UK via our UK Authorised Payment Institution, which is subject to various ongoing UK financial services regulatory requirements similar to those described above in relation to our Maltese Financial Institution. We have policies, procedures, systems, and controls designed to promote compliance with such requirements. Our UK Authorised Payment Institution is subject to the ongoing supervision of the UK Financial Conduct Authority, which had a broad set of regulatory powers in relation to UK Authorised Payment Institutions, similar to those described above in relation to Malta Financial Services Authority.
Our Italian Payment Institution is also subject to similar requirements to those described above and is subject to supervision by the Bank of Italy.
Tax-Free Shopping regulations
Our tax-free shopping business operates in a complex global regulatory environment, subject to various VAT refund schemes designed primarily for non-resident tourists. These regulations govern eligibility, minimum purchase thresholds, export requirements, documentation, and refund processes, and they vary significantly by jurisdiction. Non-compliance can result in denied refunds, penalties, or operational restrictions. Changes in these regulations, such as shifts to refund-based systems or eliminations of schemes, pose risks to our business model. We are subject to regulations in major regions where tax-free shopping is prevalent, based on schemes available in approximately 50-60 countries worldwide, including Europe, Asia, the Middle East, and others.
In the EU, tax-free shopping is harmonized under the VAT Directive (Council Directive 2006/112/EC), allowing non-EU residents to reclaim VAT on eligible goods exported from the EU. Eligibility requires proof of non-EU residence (e.g., passport), and goods must be unused, for personal use, and exported within three months of purchase. VAT rates range from 17% to 27% across Member States, with minimum purchase thresholds varying (e.g., €100 in France, €70 in Italy). Retailers must issue validated tax-free forms and customs validation is required at departure. Exclusions include services, consumables used in the EU, and commercial goods. Member States handle implementation, leading to variations in procedures and fees.
Post-Brexit, the UK largely discontinued its Retail Export Scheme in 2021, eliminating VAT refunds for most tourists in Great Britain (England, Scotland, Wales). However, in Northern Ireland, limited VAT refunds (standard rate 20%) remain available under EU-aligned rules for non-EU/NI residents, with goods exported within three months. Eligibility excludes EU residents, and retailers must provide VAT 407(NI) forms. In Great Britain, refunds apply only to goods delivered directly outside the UK. Ineligible items include used goods, services, vehicles, and certain precious metals. This fragmented system increases compliance complexity for cross-UK operations.
Japan’s consumption tax refund scheme (10% rate) is transitioning to a refund-based model effective November 2026. Tourists will pay tax-inclusive prices and claim refunds at departure, with a minimum spend of 5,000 JPY on eligible goods, exported within 90 days. As of April 2025, shipped goods are ineligible. Previously, instant exemptions applied at purchase for short-term visitors.
Tax-free shopping is also available in countries like Switzerland (8% VAT, non-EU), Norway, Turkey, Thailand (7% VAT, minimum THB 2,000), and South Africa. Globally, regulations emphasize anti-fraud measures, such as digital tracking and customs validation, and prohibit refunds on services, consumables, or business purchases. Our operations must comply with local tax authority registrations, data privacy laws (e.g., GDPR in the EU), and partnerships with refund operators. Regulatory changes, such as Japan's 2026 overhaul or the UK’s post-Brexit abolition, could reduce tourist spending and/or increase administrative costs, impacting revenue.
Human Capital
Our employees are a critical driver of our ability to execute our business strategy, scale globally, and deliver long-term value to stockholders. As of December 31, 2025, we employed approximately 6,300 employees. Approximately 33% of our employees are based in the United States, and 67% are based internationally across 59 countries, reflecting our expanding global footprint in specialty payments and commerce solutions.
In 2025, we added approximately 2,500 employees through acquisitions and significantly expanded our geographic presence and product offerings. Our integration framework prioritizes workforce continuity, compliance, and operational stability. Core elements include structured onboarding, leadership-driven communication plans, standardized employment policies, and phased technology implementations. In 2025, we expanded our internal M&A governance and retention planning capabilities, enabling more disciplined integration execution across acquisitions.
Our U.S. workforce is not unionized. Following the Global Blue acquisition, certain international employees are represented by works councils, trade unions, or collective bargaining agreements in accordance with local labor laws, including in Finland, Sweden, Norway, Slovakia, Germany, France, Italy, Austria, and Morocco. These arrangements are incorporated into our workforce planning and integration processes. We experienced no material labor disruptions or work stoppages during 2025.
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Leadership & Governance
Human Capital Oversight – Our human capital strategy is overseen through a centralized global human resources function led by our Chief Human Resources Officer (“CHRO”). In 2025, we strengthened governance and accountability to support workforce planning, organizational design, talent management, compensation, and compliance across regions. Data-driven processes support merit-based decision-making related to performance, compensation, and workforce analytics. Shift4’s Compensation Committee provides additional compensation guidance and oversight.
Leadership Transitions – In June 2025, Taylor Lauber was promoted from President to Chief Executive Officer, succeeding our Founder, former Executive Chairman, and former Chief Executive Officer, Jared Isaacman, as part of a planned leadership transition. In December 2025, Mr. Isaacman was appointed the 15th Administrator of the National Aeronautics and Space Administration (“NASA”), and Mr. Lauber also assumed the role of Chairman of the Board. This transition supports continuity in governance and strategic execution. Shift4 also announced the transition of Chief Financial Officer (“CFO”) Nancy Disman in 2025. Ms. Disman returned to Shift4’s Board of Directors and Christopher Cruz, a former member of our Board, succeeded her as CFO. See Management’s Discussion and Analysis of Financial Condition and Results of Operations - “Recent Developments” for additional details.
Ethics, Compliance, and Risk Oversight – We maintain a global Code of Business Conduct and Ethics applicable to all employees, officers, and directors. The Code is supplemented by whistleblower and non-retaliation mechanisms that enable confidential reporting of concerns and reinforce ethical conduct, regulatory compliance, and accountability across our workforce. Enforcement of the Code is overseen by our Chief Legal Officer, who provides updates and reports any findings to our Board.
Human Capital Systems & Operations
HR Technology and Process Standardization – In October 2025, we implemented Workday as our unified global Human Resources Information System, replacing multiple legacy platforms across countries. Workday serves as the system of record for employee data, performance management, time tracking, benefits administration, and workforce reporting, supporting acquisition integration and improved data integrity.
Talent Strategy & Development
Workforce Planning and Talent Acquisition – Shift4 aligned workforce planning with business priorities across regions by standardizing talent acquisition processes in 2025. We launched our inaugural internship program to strengthen the early-career talent pipeline. Our recruiting efforts resulted in 841 organic new hires globally, with an 87% offer acceptance rate and 46-day average time-to-fill.
Learning & Development – In 2025, voluntary learning program participation included approximately 2,000 employees. Total course completions reached over 60,000, influenced by the conclusion of a Salesforce-focused training campaign. Our course catalog expanded to support continuous development across roles and functions. Mandatory compliance training is required of all employees to ensure regulatory compliance and ethical conduct.
Performance Management and Leadership Development – We maintain standardized mid-year and year-end performance reviews supported by centralized systems. In 2025, we enhanced performance management governance through manager performance calibration sessions, improving consistency and data quality across performance evaluations. This process mitigates individual bias and strengthens alignment between performance outcomes, compensation decisions, and business results. Year-end reviews also incorporated employee ratings of managers, reinforcing leadership accountability.
Total Rewards
Compensation Philosophy and Structure – Our compensation philosophy emphasizes market competitiveness, internal equity, and performance alignment. Base salaries are structured by job grade and function. Performance-based compensation includes a standardized Annual Incentive Plan, which was extended to new hires and additional acquired employees in 2025. Long-term incentives are provided through Restricted Stock Units for management-level roles and above.
Benefits Program – We offer a globally competitive benefits portfolio tailored to regional practices and regulatory requirements. U.S. benefits include medical, dental, and vision coverage; a 401(k) plan with a 100% company match up to 4%; paid time off; inclusive parental leave; and volunteer time off. European employees participate in local pension programs. Additional programs include tuition reimbursement, financial literacy resources, and global Employee Assistance Programs providing 24/7 counseling and crisis support.
Program Administration and Governance – Total rewards governance was strengthened in 2025 through enhanced documentation, training, cross-functional coordination, and the appointment of a Vice President of Total Rewards, supporting scalable administration and compliance during continued growth.
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Culture and Employee Engagement
Organizational Values and Culture – Our culture is guided by the Shift4 Way, which defines our mission, vision, values, and operating philosophies. Core values—Boldness, Excellence, Ownership, and Trust—are reinforced through leadership expectations, performance management, and standardized operating practices, supporting accountability and execution discipline across a growing global workforce.
Engagement Measurement and Feedback – Shift4’s employees annually complete a global employee engagement survey. The results guided leadership in implementing initiatives to improve change management communication, operational efficiency, recognition programs, and transparency around compensation structures and career development. Leadership actively reviews survey findings to inform strategies that foster employee engagement and workforce retention.
Global Workforce and Workplace Environment – Shift4’s efforts focus on fostering a global workforce and ensuring equal opportunity in compliance with applicable employment laws. Approximately 40% of our employees identify as female. In 2025, membership in Employee Inclusion Networks expanded by 33% with the launch of the Asian & Pacific Islanders Collective, which is open to all employees. These networks serve a critical role in advancing inclusion and cultivating a sense of belonging throughout the organization.
Shift4Cares – In 2025, Shift4Cares engaged employees in diverse community service projects spanning education, healthcare, hunger relief, and support for families in need. In addition to volunteer efforts, Shift4 provided targeted financial support to charitable organizations. This program exemplifies our commitment to corporate social responsibility and strengthens ties between our workforce engagement and company values.
Health, Safety, & Well-Being – We maintain health and safety practices aligned with local regulations and operate a hybrid workplace model, requiring employees near major hubs to work in the office four days per week to support collaboration and execution across global teams.
Available Information
Our website address is www.shift4.com. In addition to the information about us and our subsidiaries contained in this Annual Report, information about us can be found on our website. Our website and information included in or linked to our website are not part of this Annual Report.
Our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act are available free of charge through our website at investors.shift4.com as soon as reasonably practicable after they are electronically filed with or furnished to the SEC. Additionally, the SEC maintains a website that contains reports, proxy and information statements, and other information. The address of the SEC’s website is www.sec.gov.
INFORMATION ABOUT OUR EXECUTIVE OFFICERS AND DIRECTORS
The following table provides information regarding our executive officers and members of our board of directors (the “Board”) as of the date of this Annual Report:
| Name | Age | Position(s) | ||
|---|---|---|---|---|
| Taylor Lauber | 42 | Chief Executive Officer and Chairman of the Board | ||
| Christopher Cruz | 41 | Chief Financial Officer | ||
| Jordan Frankel | 43 | Chief Legal Officer | ||
| Sam Bakhshandehpour | 50 | Director | ||
| Seth Dallaire | 55 | Director | ||
| Karen Roter Davis | 53 | Director | ||
| Nancy Disman | 55 | Director | ||
| Sarah Goldsmith-Grover | 61 | Director | ||
| Jonathan Halkyard | 61 | Director |
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Executive Officers and Directors
Taylor Lauber has served as Shift4 Payments, Inc.’s Chief Executive Officer since June 2025 and Chairman of the Board since December 2025. Mr. Lauber joined the Board in June 2025 and served as President from February 2022 until June 2025, and Chief Strategy Officer from its formation to 2024. He previously served as Senior Vice President, Strategic Projects of Shift4 Payments, LLC from 2018 to 2022. Prior to joining Shift4, from 2010 to 2018, he served as a Principal at The Blackstone Group, L.P. Mr. Lauber also spent from 2005 to 2010 at Merrill Lynch as a Financial Advisor, where he advised numerous Fortune 500 companies and their executives on capital markets transactions. Mr. Lauber has passed the Series 7 General Securities Representative Exam, Series 66 Uniform Combined State Law Exam and Series 27 Financial and Operations Principal Exam, all administered by the Financial Industry Regulatory Authority, Inc. He holds a Bachelor of Economics and Finance from Bentley College.
Christopher N. Cruz has served as Shift4 Payments, Inc.’s Chief Financial Officer since September 2025 and previously served as a member of the Board since its formation. He previously served as a Partner at Searchlight Capital Partners, L.P., a global alternative investment management firm, from 2011 until September 2025. From 2008 to 2010, Mr. Cruz served on the investment team at Oaktree Capital Management, a global alternative investment management firm. Prior to that, Mr. Cruz was in the leveraged finance and restructuring group at UBS Investment Bank, from 2006 to 2008. Mr. Cruz also serves on the board of Neon Aggregator LP (parent of Ouro Global, Inc.) as of August 2022. Mr. Cruz previously served on the boards of Sightline Payments from December 2020 to February 2025, Flowbird Group from February 2022 to January 2025, and M&M Food Market from July 2014 to February 2022. He holds a Bachelor of Arts in Honors Business Administration from the Richard Ivey School of Business at the University of Western Ontario.
Jordan Frankel has served as Shift4 Payments, Inc.’s Chief Legal Officer since August 2025 and previously served as Secretary and General Counsel since its formation, and as General Counsel and Executive Vice President, Legal, Risk and Compliance since 2014 to August 2025. From 2011 to 2019, Mr. Frankel also served as a member of the board of directors of Draken International, a provider of contract air services. He holds a Bachelor of Finance and Marketing from the Syracuse University’s Martin J. Whitman School of Management and a Juris Doctor and Master’s in Business Administration from the Quinnipiac University’s School of Law and Quinnipiac University Lender School of Business, respectively.
Sam Bakhshandehpour has served as a member of the Board since October 2022. Since February 2026, Mr. Bakhshandehpour has served as the President of Local Merchants for Bilt Technologies, Inc. In his current capacity, Mr. Bakhshandehpour leads the execution of company expansion across dining, hotels, travel, retail and neighborhood commerce. From 2020 until February 2026, Mr. Bakhshandehpour served as the Chief Executive Officer and board member of José Andrés Group (f/k/a ThinkFoodGroup). Over the past decade, Mr. Bakhshandehpour served José Andrés Group as an operating partner, advisor and investor. Since 2015, Mr. Bakhshandehpour has also been the Chief Executive Officer & Managing Partner of Silverstone, a vertically integrated hospitality and lifestyle investment firm. From 2012 to 2015, Mr. Bakhshandehpour served as President, Chief Executive Officer and Board Member of SBE Entertainment, a Colony Capital portfolio company, where he was responsible for SBE Entertainment’s global operations across the hotel, restaurant and entertainment divisions. Since October 2023, Mr. Bakhshandehpour has served as a member on the advisory board of Fiserv, Inc., a financial services company. Mr. Bakhshandehpour is also a member of Boutique & Luxury Lodging Association (BLLA)’s 2025 Advisory Board and Food & Beverage Committee. From 2014 to September 2021, Mr. Bakhshandehpour served as a member of the board of directors of the New Home Company, a homebuilder focused on the design, construction and sale of homes in major metropolitan areas. Mr. Bakhshandehpour holds a Bachelor of Science degree in Business Administration from Georgetown University’s McDonough School of Business. We believe Mr. Bakhshandehpour is qualified to serve on our Board due to his experience in leading companies in the finance and hospitality industries and his knowledge of the board and corporate governance practices of other organizations.
Seth Dallaire has served as a member of the Board since February 2025. Mr. Dallaire is Walmart’s executive vice president and chief growth officer. From October 2021 to October 2024, Mr. Dallaire served as executive vice president and chief revenue officer of Walmart U.S. Prior to joining Walmart, Mr. Dallaire served as Instacart’s chief revenue officer from October 2019 to October 2021. Prior to Instacart, Mr. Dallaire held leadership roles at Amazon until October 2019, including vice president of global advertising sales and marketing from 2012 to 2019. Before Amazon, Mr. Dallaire led sales teams for Yahoo! and Microsoft. Mr. Dallaire received his Bachelor of Arts from Vassar College and Master of Business Administration from New York University. We believe Mr. Dallaire is qualified to serve on our Board of Directors due to his extensive experience in leadership positions and insight acquired from working in global corporations.
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Karen Roter Davis has served as a member of the Board since August 2021. Ms. Davis is a Managing Partner at Entrada Ventures, a venture capital firm investing in high growth enterprise and industrial technology companies. Ms. Davis spent over a decade in senior leadership at Alphabet from 2003 to 2008 and from 2016 to 2022, overseeing Google’s internal operations for its groundbreaking IPO and driving growth of some of the company’s most successful new businesses, most recently as a Director at X (formerly Google X). In addition to her Entrada-related boards, she serves on the board of 360Learning S.A., where she is a member of the audit and M&A and finance committees, and she previously served on the board of Innovyze, acquired by Autodesk, where she was chair of the audit committee and member of the compensation committee. Ms. Davis earned her MBA from Kellogg School of Management at Northwestern University, her Juris Doctor from Northwestern University School of Law, and her Bachelor of Arts from Princeton University’s School of Public & International Affairs. Ms. Davis is certified in Cybersecurity Oversight by Carnegie Mellon’s Software Engineering Institute and the National Association of Corporate Directors. We believe Ms. Davis is qualified to serve on our Board due to her two decades of experience in the technology industry and her various senior leadership and advisory roles spanning startups to global corporations.
Nancy Disman has served as a member of the Board from June 2020 to August 2022, and since September 2025. Ms. Disman previously served as Shift4 Payments, Inc.’s Chief Financial Officer between August 2022 and September 2025. From November 2017 to August 2022, Ms. Disman was the Chief Financial Officer and Chief Administrative Officer of Intrado Corporation, a provider of cloud-based technology. From April 2016 to March 2017, Ms. Disman served as the Chief Financial Officer and Chief Administrative Officer of the Merchant Acquiring Segment of Total System Services, Inc. (“TSYS”), a global provider of payment solutions, and from June 2014 to March 2016, Ms. Disman was the Chief Financial Officer of TransFirst, a merchant account provider in the credit card processing industry, prior to its acquisition by TSYS. Ms. Disman has also served as a member of the Audit Committee of the Board of Managers of West Technology Group LLC since August 2022. She holds a Bachelor of Science in Business Administration and Accounting from the State University of New York at Albany and is a Certified Public Accountant in the State of New York. We believe Ms. Disman is qualified to serve on our board of directors due to her experience as our previous Chief Financial Officer and in leading other companies in the payments industry, in addition to her knowledge in finance and accounting.
Sarah Goldsmith-Grover has served as a member of the Board since June 2020 and from April 2021 to May 2021 served as our Interim Chief Marketing Officer. Ms. Grover is Principal of Sarah Grover, Inc., a strategic advisory firm focused on growth and transformation within the global hospitality industry. She brings more than 25 years of executive experience leading brand, marketing, and operational strategy for high-growth consumer and global restaurant companies. Ms. Grover spent the majority of her career at California Pizza Kitchen, where she held a series of senior leadership roles, including Executive Vice President and Chief Brand & Concept Officer. During her tenure, she played a key role in scaling the business from a regional 10-unit concept to a $600 million global brand, and successfully navigating multiple private equity and public company transitions. Recognized as a thought leader in brand strategy and customer engagement, Ms. Grover was named to Advertising Age’s Marketing 50, and was recognized in 2020 as one of the Top 25 Executives in Casual Dining. She currently serves on the boards of ChowNow, Black Rock Coffee Bar, the UCLA Annual Restaurant Conference and the non-profit, Support + Feed. She holds a Bachelor of Arts in Communications from DePauw University. We believe Ms. Grover is qualified to serve on our Board due to her experience and insight acquired from leading companies in the restaurant and consumer industries.
Jonathan Halkyard has served as a member of the Board since June 2020. Mr. Halkyard has served as the Chief Financial Officer of MGM Resorts International since January 2021. From September 2013 to November 2019, Mr. Halkyard held various senior management positions at Extended Stay America, Inc., an integrated hotel owner and operator, including Chief Executive Officer, Chief Financial Officer and Chief Operating Officer. Mr. Halkyard has also served as a member of the board of directors of Dave & Buster’s Entertainment, Inc., a restaurant and entertainment business, since September 2011 until June 2021, including as the chair of its nominating and governance committee and member of its finance committee since June 2016, and as a member of its audit committee since September 2013. Mr. Halkyard has also served as a member of the board of directors of MGM China holdings Limited, an investment holding company principally engaged in the development and operation of casino games of chance in Macau, since June 2021. He previously served on the boards of directors of Extended Stay America, Inc., an operator of an economy apartment hotel chain, and ESH Hospitality, Inc., a real estate investment trust and the owner of the hotels, from January 2018 to November 2019. He holds a Bachelor of Arts in Economics from Colgate University and a Master’s in Business Administration from Harvard Business School. We believe Mr. Halkyard is qualified to serve on our board of directors due to his experience in leading companies in the finance and hospitality industries and his knowledge of the board and corporate governance practices of other organizations.