Darlington reports 8.3% stake in Shift4 Payments

Darlington Partners Capital Management and related filers report shared beneficial ownership of 6,576,509 shares of Class A Common Stock of Shift4 Payments, Inc., representing 8.3% of the class.

Rhea-AI Filing Summary

Darlington Partners Capital Management and related filers report shared beneficial ownership of 6,576,509 shares of Class A Common Stock of Shift4 Payments, Inc., representing 8.3% of the class. The percentage is calculated using 79,328,897 shares outstanding as of April 13, 2026, per the issuer's proxy statement filed April 30, 2026. The filing states the holdings are reported on behalf of investment funds and that each reporting person disclaims membership in a group and beneficial ownership except to the extent of pecuniary interest.

Insights

Institutional Ownership Specialist

Large passive stake disclosed by an investment adviser group.

The filing lists a shared position of 6,576,509 shares held by Darlington-related entities, equal to 8.3% of Class A common stock based on April 13, 2026 outstanding shares. The report attributes voting and dispositive power as shared among the filers.

Disclosure notes the position is held on behalf of funds; cash-flow treatment or acquisition timing is not described in the excerpt. Subsequent investor filings or company disclosures may provide additional context about any voting arrangements or intentions.

Corporate Governance Analyst

Filing emphasizes disclaimers and joint filing mechanics.

The statement clarifies that the filers "disclaim membership in a group" and that each "disclaims beneficial ownership except to the extent of pecuniary interest." It also attaches a signature block where managers certify the securities were not acquired to influence control.

This wording is typical for investment-adviser reporting under Schedule 13G/A. Monitor future amendments or proxy materials for any change in voting intentions or group status.

Key Figures

Shares beneficially owned: 6,576,509 shares Percent of class: 8.3% Shares outstanding (used): 79,328,897 shares

3 metrics

Shares beneficially owned 6,576,509 shares Held by Darlington-related filers

Percent of class 8.3% Calculated on 79,328,897 shares outstanding as of April 13, 2026

Shares outstanding (used) 79,328,897 shares Outstanding as of April 13, 2026 per issuer proxy statement filed April 30, 2026

Key Terms

Schedule 13G/A, Shared dispositive power, Disclaim membership in a group

3 terms

Schedule 13G/A regulatory

"Amendment No. 3 and cover references to a joint filing on Schedule 13G/A"

A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.

Shared dispositive power financial

"Entries show "Shared Dispositive Power 6,576,509.00" in each reporting person row"

Disclaim membership in a group regulatory

"The filers state they "disclaim membership in a group" in Item 2 narrative"

FAQ

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

What stake does Darlington Partners (FOUR) report in Shift4 Payments?

They report ownership of 6,576,509 shares, equal to 8.3% of Class A common stock. This percentage uses 79,328,897 shares outstanding as of April 13, 2026, per the issuer's proxy statement filed April 30, 2026.

Who is reporting the 8.3% position in Shift4 Payments?

The filing is made by Darlington Partners Capital Management, LP, related entities (Darlington Partners GP, LLC; Darlington Partners, L.P.) and two managers, Scott W. Clark and Ramsey B. Jishi, reporting shared power over the position.

Does the filing say Darlington is part of an activist group or seeking control?

No; the filers expressly disclaim membership in a group and state the securities were not acquired to change or influence control. Signatories certified the holdings are not for control purposes in the provided excerpt.

How is voting and dispositive power reported for the shares?

Each reporting person is shown with 0 sole voting/dispositive power and 6,576,509 shared voting and dispositive power, indicating the power over these shares is reported as shared among the filers.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Accepted by SEC EDGAR 05/15/2026 - 04:27 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 3)

Shift4 Payments, Inc.

(Name of Issuer)

Class A Common Stock

(Title of Class of Securities)

82452J109

(CUSIP Number)

03/31/2026

(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)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 82452J109

1

Names of Reporting Persons

Darlington Partners Capital Management, LP

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 0.00
6	Shared Voting Power 6,576,509.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 6,576,509.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

6,576,509.00

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)

8.3 %

12

Type of Reporting Person (See Instructions)

IA, PN

Comment for Type of Reporting Person: Percentage calculated based on 79,328,897 shares of Class A Common Stock outstanding on April 13, 2026, as reported in the proxy statement filed by the Issuer on April 30, 2026.

SCHEDULE 13G

CUSIP Number(s): 82452J109

1

Names of Reporting Persons

Darlington Partners GP, LLC

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 0.00
6	Shared Voting Power 6,576,509.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 6,576,509.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

6,576,509.00

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)

8.3 %

12

Type of Reporting Person (See Instructions)

HC, OO

Comment for Type of Reporting Person: Percentage calculated based on 79,328,897 shares of Class A Common Stock outstanding on April 13, 2026, as reported in the proxy statement filed by the Issuer on April 30, 2026.

SCHEDULE 13G

CUSIP Number(s): 82452J109

1

Names of Reporting Persons

Darlington Partners, L.P.

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 0.00
6	Shared Voting Power 6,576,509.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 6,576,509.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

6,576,509.00

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)

8.3 %

12

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person: Percentage calculated based on 79,328,897 shares of Class A Common Stock outstanding on April 13, 2026, as reported in the proxy statement filed by the Issuer on April 30, 2026.

SCHEDULE 13G

CUSIP Number(s): 82452J109

1

Names of Reporting Persons

Scott W. Clark

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 0.00
6	Shared Voting Power 6,576,509.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 6,576,509.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

6,576,509.00

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)

8.3 %

12

Type of Reporting Person (See Instructions)

HC, IN

Comment for Type of Reporting Person: Percentage calculated based on 79,328,897 shares of Class A Common Stock outstanding on April 13, 2026, as reported in the proxy statement filed by the Issuer on April 30, 2026.

SCHEDULE 13G

CUSIP Number(s): 82452J109

1

Names of Reporting Persons

Ramsey B. Jishi

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 0.00
6	Shared Voting Power 6,576,509.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 6,576,509.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

6,576,509.00

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)

8.3 %

12

Type of Reporting Person (See Instructions)

HC, IN

Comment for Type of Reporting Person: Percentage calculated based on 79,328,897 shares of Class A Common Stock outstanding on April 13, 2026, as reported in the proxy statement filed by the Issuer on April 30, 2026.

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: Darlington Partners Capital Management, LP, a Delaware limited partnership ("DPCM LP") Darlington Partners GP, LLC, a Delaware limited liability company ("DP GP") Darlington Partners, L.P., a Delaware limited Darlington ("Darlington") Scott W. Clark Ramsey B. Jishi DPCM LP is the investment adviser of private investment funds, including Darlington (together, the "Funds"). DP GP is the general partner of DPCM LP and the Funds. Mr. Clark and Mr. Jishi are the managers of DP GP. The Filers are filing this Schedule 13G jointly but not as members of a group, and each disclaims membership in a group. Each reporting person disclaims beneficial ownership of Common Stock except to the extent of that person's pecuniary interest therein. In addition, the filing of this Schedule 13G on behalf of Darlington should not be construed as an admission that it is, and it disclaims that it is, a beneficial owner, as defined in Rule 13d-3 under the Act, of any Common Stock covered by this Schedule 13G.
(b)	Address or principal business office or, if none, residence: 300 Drakes Landing Road, Suite 290, Greenbrae, CA 94904
(c)	Citizenship: See Item 4 of the cover sheet for each reporting person.
(d)	Title of class of securities: Class A Common Stock
(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: DPCM LP: 6,576,509 DP GP: 6,576,509 Darlington: 6,576,509 Scott W. Clark: 6,576,509 Ramsey B. Jishi: 6,576,509
(b)	Percent of class: DPCM LP: 8.3% DP GP: 8.3% Darlington: 8.3% Scott W. Clark: 8.3% Ramsey B. Jishi: 8.3%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: DPCM LP: 0 DP GP: 0 Darlington: 0 Scott W. Clark: 0 Ramsey B. Jishi: 0
	(ii) Shared power to vote or to direct the vote: DPCM LP: 6,576,509 DP GP: 6,576,509 Darlington: 6,576,509 Scott W. Clark: 6,576,509 Ramsey B. Jishi: 6,576,509
	(iii) Sole power to dispose or to direct the disposition of: DPCM LP: 0 DP GP: 0 Darlington: 0 Scott W. Clark: 0 Ramsey B. Jishi: 0
	(iv) Shared power to dispose or to direct the disposition of: DPCM LP: 6,576,509 DP GP: 6,576,509 Darlington: 6,576,509 Scott W. Clark: 6,576,509 Ramsey B. Jishi: 6,576,509
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.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. DPCM LP's clients, including Darlington, have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Stock. No individual client's holdings of the Stock, other than those of Darlington, are more than five percent of the outstanding Stock.
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:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

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.

Darlington Partners Capital Management, LP

Signature:	/s/ Scott W. Clark
Name/Title:	Manager of Darlington Partners GP, LLC, General Partner of Darlington Partners Capital Management, LP
Date:	05/15/2026

Darlington Partners GP, LLC

Signature:	/s/ Scott W. Clark
Name/Title:	Manager
Date:	05/15/2026

Darlington Partners, L.P.

Signature:	/s/ Scott W. Clark
Name/Title:	Manager of Darlington Partners GP, LLC, General Partner of Darlington Partners, L.P.
Date:	05/15/2026

Scott W. Clark

Signature:	/s/ Scott W. Clark
Name/Title:	Reporting person
Date:	05/15/2026

Ramsey B. Jishi

Signature:	/s/ Ramsey B. Jishi
Name/Title:	Reporting person
Date:	05/15/2026

Exhibit Information

Exhibit 99.1 - Agreement Regarding Joint Filing of Statement on Schedule 13D or 13G