[SCHEDULE 13G/A] Icon Plc SEC Filing

Rhea-AI Filing Summary

Global Blue Group Holding AG ("Global Blue") has completed the cash tender offer launched by Shift4 Payments, Inc. and its subsidiary GT Holding 1 GmbH. As of one minute after 11:59 p.m. (NYC time) on 2 July 2025, approximately 233,862,778 shares, or 97.37 % of the company’s outstanding equity, had been validly tendered and not withdrawn. This satisfied the Transaction Agreement’s minimum condition, allowing Merger Sub to accept the shares for payment and create an immediate change of control.

Cash consideration will be paid promptly at the following rates: $7.50 per ordinary share, $10.00 per Series A preferred share, and $11.81 per Series B preferred share. Stock options with strike prices below the offer price were cancelled in exchange for cash equal to their intrinsic value; underwater options were cancelled without payment. Vested restricted share awards converted to cash at $7.50 per share, while unvested awards were replaced with cash-settled rights that vest on the original schedule.

Governance shifted materially: seven directors resigned (including Jacques Stern) upon completion of the offer, while Jordan Frankel and Jeremy Henderson-Ross joined the board, leaving a four-member board comprising Eric Strutz, Eric Meurice, Frankel and Henderson-Ross. Several legacy shareholder, registration-rights and investment agreements were simultaneously terminated.

A joint press release dated 3 July 2025 announcing these results is incorporated by reference as Exhibit 99.1.

Insights

Financial Analyst

TL;DR: Shift4 acquires 97.37 % of Global Blue via $7.50 cash tender, delivering liquidity and triggering board overhaul.

Impact: Material. Cash exit at fixed prices gives certainty to nearly all shareholders and positions Global Blue as a controlled subsidiary of Shift4. The acceptance level well above 90 % indicates broad support and paves the way for potential downstream merger or squeeze-out (not stated in filing). Option and RSU cashouts simplify the capital structure and remove future dilution.

Valuation considerations: The filing does not disclose premium metrics, but the conversion to cash crystallises value and eliminates market-price volatility for tendering holders. Remaining minority holders, representing roughly 2.63 % of shares, may see reduced liquidity.

Corporate Governance Expert

TL;DR: Board turnover and termination of multiple shareholder agreements mark a sweeping governance reset.

The resignation of seven long-standing directors and the appointment of two Shift4-aligned nominees consolidate control under the new majority owner. Terminated agreements include conversion, relationship and registration-rights pacts with prior investors such as Silver Lake, Antfin and Tencent, effectively dissolving legacy influence frameworks. While no disagreements are reported, minority investor protections may now rely purely on Swiss corporate law and any remaining listing standards.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 10)

ICON PLC

(Name of Issuer)

Common Stock

(Title of Class of Securities)

G4705A100

(CUSIP Number)

06/30/2025

(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. G4705A100

1

Names of Reporting Persons

WCM Investment Management, 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 199,946.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 199,946.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

199,946.00

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)

0.2516 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

Item 1.
(a)	Name of issuer: ICON PLC
(b)	Address of issuer's principal executive offices: South County Business Park, Leopardstown, Dublin 18, IRELAND D18 X5R3
Item 2.
(a)	Name of person filing: WCM Investment Management, LLC
(b)	Address or principal business office or, if none, residence: 281 Brooks Street, Laguna Beach, California 92651
(c)	Citizenship: Delaware
(d)	Title of class of securities: Common Stock
(e)	CUSIP No.: G4705A100
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: 199946
(b)	Percent of class: 0.2516 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 199946
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 199946
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class
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:

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.

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.

WCM Investment Management, LLC

Signature:	/s/ David J. Joerger
Name/Title:	Chief Compliance Officer
Date:	07/02/2025