Shift4 founder Jared Isaacman reports 25.2% stake

Shift4 Payments, Inc. reported an updated ownership filing showing founder Jared Isaacman and his wholly owned entity Rook Holdings Inc. as major holders of the company’s Class A common stock.

Accepted by SEC EDGAR 02/17/2026 - 06:47 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Shift4 Payments, Inc. reported an updated ownership filing showing founder Jared Isaacman and his wholly owned entity Rook Holdings Inc. as major holders of the company’s Class A common stock. Isaacman is reported as beneficially owning 22,363,291 shares, representing 25.2% of the Class A shares outstanding.

Rook Holdings is reported as beneficially owning 21,166,499 shares, or 23.8% of the Class A shares. These figures reflect an exchange of previously reported Class C common stock and Shift4 LLC units into Class A shares and a related forfeiture of Class B shares, consolidating Isaacman’s economic interest into the publicly traded Class A class.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What stake in Shift4 Payments (FOUR) does Jared Isaacman report?

Jared Isaacman reports beneficial ownership of 22,363,291 Class A shares of Shift4 Payments, equal to 25.2% of that class. This includes directly held stock, shares held through Rook Holdings Inc., and shares issuable upon conversion of Series A mandatory convertible preferred stock.

How many Shift4 (FOUR) shares does Rook Holdings Inc. beneficially own?

Rook Holdings Inc. reports beneficial ownership of 21,166,499 Class A shares of Shift4 Payments, or 23.8% of the Class A stock. This consists of 20,752,515 Class A shares plus 413,984 additional Class A shares issuable upon conversion of Series A mandatory convertible preferred stock.

How was Jared Isaacman’s ownership in Shift4 (FOUR) calculated?

The ownership percentage is based on 67,564,638 Class A shares outstanding as of October 31, 2025, plus 20,924,337 additional Class A shares issued in an exchange and 413,984 Class A shares issuable upon conversion of Series A preferred. These figures yield Isaacman’s 25.2% beneficial ownership.

What transaction led to the updated Shift4 (FOUR) ownership disclosure?

The filing reflects an exchange of previously reported Class C common stock and equity common units in Shift4 LLC for Class A shares, along with forfeiture of previously reported Class B shares. After this exchange, Jared Isaacman and Rook Holdings’ interests are now represented primarily in Class A common stock.

How are Jared Isaacman and Rook Holdings related in the Shift4 (FOUR) filing?

Rook Holdings Inc. is a Delaware corporation wholly owned by Jared Isaacman, and both are treated as reporting persons. Isaacman may be deemed to beneficially own the 21,166,499 Class A shares reported by Rook, in addition to his directly held and family trust-held Class A shares.

Does the Schedule 13G/A show Shift4 (FOUR) ownership below 5%?

No, the Schedule 13G/A reports that the ownership of Jared Isaacman and Rook Holdings Inc. exceeds 5% of Shift4’s Class A common stock. The form explicitly marks the section for holdings of 5% or less as not applicable, underscoring their status as significant shareholders.

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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 5)

Shift4 Payments, Inc.

(Name of Issuer)

Class A Common Stock, $0.0001 par value per share

(Title of Class of Securities)

82452J109

(CUSIP Number)

12/31/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 82452J109

1

Names of Reporting Persons

Jared Isaacman

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 22,363,291.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 22,363,291.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

22,363,291.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

25.2 %

12

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person: The reported securities represent 21,949,307 shares of Class A Common Stock ("Class A Shares") and 413,984 Class A Shares issuable upon conversion of Series A Mandatory Convertible Preferred Stock ("Series A Preferred"). The reported percentage is calculated based on 67,564,638 Class A Shares outstanding as of October 31, 2025, as reported in the Issuer's Form 10-Q filed with the SEC on November 6, 2025, as increased by (i) 20,924,337 Class A Shares issued in the Exchange (defined below) and (iii) 413,984 Class A Shares issuable upon conversion of the Series A Preferred.

SCHEDULE 13G

CUSIP No. 82452J109

1

Names of Reporting Persons

Rook Holdings Inc.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 21,166,499.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 21,166,499.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

21,166,499.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

23.8 %

12

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person: The reported securities represent 20,752,515 Class A Shares and 413,984 Class A Shares issuable upon conversion of Series A Preferred. The reported percentage is calculated based on (i) 67,564,638 Class A Shares outstanding as of October 31, 2025, as reported in the Issuer's Form 10-Q filed with the SEC on November 6, 2025, as increased by (i) 20,924,337 Class A Shares issued in the Exchange (defined below) and (iii) 413,984 Class A Shares issuable upon conversion of the Series A Preferred.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Shift4 Payments, Inc.
(b)	Address of issuer's principal executive offices: 3501 Corporate Parkway, Center Valley, PA 18034
Item 2.
(a)	Name of person filing: This statement is filed by Jared Isaacman, an individual, and Rook Holdings Inc., a Delaware corporation ("Rook"), which is wholly owned by Jared Isaacman. The foregoing are referred to herein as the "Reporting Persons."
(b)	Address or principal business office or, if none, residence: 3812 Easton Nazareth Hwy, Easton, PA 18045
(c)	Citizenship: See reponses to Row 4 on each cover page.
(d)	Title of class of securities: Class A Common Stock, $0.0001 par value per share
(e)	CUSIP No.: 82452J109
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: See responses to Row 9 on each cover page. The reported securities give effect to the exchange by the Reporting Persons of previously reported shares of Class C Common Stock and equity common units in Shift4 LLC for Class A Shares and the corresponding forfeiture of previously reported shares of Class B Common Stock (the "Exchange"), after which: (i) Rook directly holds 20,752,515 Class A Shares and Series A Preferred convertible into 413,984 Class A Shares, and (ii) Jared Isaacman directly holds 1,024,970 Class A Shares and may beneficially own the 21,166,499 Class A Shares beneficially owned by Rook as well as 171,822 Class A Shares held in family trusts.
(b)	Percent of class: See responses to Item 4(a) and Row 11 on each cover page.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: See responses to Row 5 on each cover page.
	(ii) Shared power to vote or to direct the vote: See responses to Row 6 on each cover page.
	(iii) Sole power to dispose or to direct the disposition of: See responses to Row 7 on each cover page.
	(iv) Shared power to dispose or to direct the disposition of: See responses to Row 8 on each cover page.
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.	Certifications:
	Not Applicable

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Jared Isaacman

Signature:	/s/ Jordan Frankel
Name/Title:	Jordan Frankel/Attorney-in-Fact
Date:	02/17/2026

Rook Holdings Inc.

Signature:	/s/ Jordan Frankel
Name/Title:	Jordan Frankel/Assistant Secretary
Date:	02/17/2026

Exhibit Information

Exhibit A Power-of-Attorney, dated Feburary 17, 2026 Exhibit B Joint Filing Agreement, dated February 17, 2026