Shift4 Payments Inc
For the period ended Dec 31, 2023. Filed Feb 29, 2024.
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FY2023 · Filed Feb 29, 2024
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 15. Exhibits and Financial Statement Schedules
(a)(1) Consolidated Financial Statements
Our consolidated financial statements are included in Part II, Item 8, “Financial Statements and Supplementary Data.”
(a)(2) Financial Statement Schedules
All financial statement schedules are omitted because the information called for is not required or is shown either in the consolidated financial statements or in the notes thereto.
(a)(3) Exhibits
The following is a list of exhibits filed as part of this Annual Report on Form 10-K.
INDEX TO EXHIBITS
| ExhibitNumber · Exhibit Description · Incorporated by Reference · Filed/FurnishedHerewith | |||||
|---|---|---|---|---|---|
| Form · File No. · Exhibit · FilingDate | |||||
| 3.1 | Amended and Restated Certificate of Incorporation Shift4 Payments, Inc. | S-8 | 333-239042 | 4.1 | 06/09/2020 |
| 3.2 | Amended and Restated By-Laws of Shift4 Payments, Inc. | S-8 | 333-239042 | 4.2 | 06/09/2020 |
| 4.1 | Specimen Stock Certificate evidencing the shares of Class A common stock. | S-1/A | 333-238307 | 4.1 | 06/01/2020 |
| 4.2 | Description of Capital Stock | 10-K | 001-39313 | 4.2 | 03/08/2021 |
| 4.3 | Indenture, by and among Shift4 Payments, LLC, Shift4 Payments Finance Sub, Inc., the subsidiary guarantors named therein and U.S. Bank National Association, as trustee, dated October 29, 2020 (and Form of Note). | 8-K | 001-39313 | 4.1 | 10/29/2020 |
| 4.4 | Indenture, dated as of December 7, 2020, between Shift4 Payments, Inc. and U.S. Bank National Association, as trustee (and Form of Global Note) | 8-K | 001-39313 | 4.1 | 12/07/2020 |
| 4.5 | Indenture dated as of July 26, 2021, between Shift4 Payments, Inc. and U.S. Bank National Association, as trustee (and Form of Global Note) | 8-K | 001-39313 | 4.1 | 07/26/2021 |
| 4.6 | Fourth Supplemental Indenture dated March 16, 2022, 4.625% Senior Notes due 2026 | 10-Q/A | 001-39313 | 4.5 | 11/08/2022 |
| 10.1 | Tax Receivable Agreement, dated June 4, 2020. | 10-Q | 001-39313 | 10.1 | 08/12/2020 |
| 10.2 | LLC Agreement of Shift4 Payments, LLC, dated June 4, 2020. | 10-Q | 001-39313 | 10.2 | 08/12/2020 |
| 10.3 | Stockholders Agreement, dated June 4, 2020. | ||||
| 10.4 | Registration Rights Agreement, dated June 4, 2020 | 10-Q | 001-39313 | 10.4 | 08/12/2020 |
| 10.5 | Purchase Agreement, by and between Shift4 Payments, Inc. and Rook Holdings, Inc., dated May 31, 2020. | S-1/A | 333-238307 | 10.20 | 06/01/2020 |
| 10.6 | Amended and Restated First Lien Credit Agreement, dated January 29, 2021. | 8-K | 001-39313 | 10.1 | 02/02/2021 |
| 10.7# | Shift4 Payments, Inc. Amended and Restated 2020 Incentive Award Plan | 8-K | 001-39313 | 10.1 | 06/13/2022 |
| 10.8# | Restricted Stock Unit Award Grant Notice and Restricted Stock Unit Agreement (No Continued Employment). | S-1/A | 333-238307 | 10.11 | 06/01/2020 |
| 10.9# | Restricted Stock Unit Award Grant Notice and Restricted Stock Unit Agreement (Continued Employment). | S-1/A | 333-238307 | 10.12 | 06/01/2020 |
| 10.10# | Non-Employee Director Compensation Policy. | S-1/A | 333-238307 | 10.18 | 06/01/2020 |
| 10.11# | Form of Indemnification Agreement for Executive Officers and Directors. | S-1/A | 333-238307 | 10.19 | 06/01/2020 |
| ExhibitNumber · Exhibit Description · Incorporated by Reference · Filed/FurnishedHerewith | ||||||
|---|---|---|---|---|---|---|
| Form · File No. · Exhibit · FilingDate | ||||||
| 10.12# | Employment Agreement, by and between Shift4 Payments, Inc. and Jared Isaacman, dated May 31, 2020. | 10-Q | 001-39313 | 10.11 | 08/12/2020 | |
| 10.13# | Employment Agreement by and between Shift 4 Payments, LLC and David T. Lauber, dated February 12, 2018. | 10-K/A | 001-39313 | 10.13 | 11/08/2022 | |
| 10.14# | Employment Agreement, by and between Shift4 Payments, Inc. and Nancy Disman, dated August 3, 2022. | 10-Q | 001-39313 | 10.1 | 11/08/2022 | |
| 10.15 | Second Lien Credit Agreement, dated as of November 30, 2017, among Shift4 Payments, LLC (f/k/a Lighthouse Network, LLC) as borrower, any holder of the borrower’s Class A common units and subsidiaries of the borrower identified therein, as guarantors, Credit Suisse AG, Cayman Islands Branch, as Administrative Agent and the lenders from time to time party thereto | S-1/A | 333-238307 | 10.9 | 06/03/2020 | |
| 10.16*** | Merger Agreement by and among Credorax Inc., Shift4 Payments, LLC, Shift4 (BVI) Limited, Krieg Merger Sub Limited, and the other parties thereto, dated as of March 1, 2022. | 10-Q/A | 001-39313 | 10.1 | 11/08/2022 | |
| 10.17**** | Second Amended and Restated Credit Agreement, dated July 1, 2023. | 10-Q | 001-39313 | 10.1 | 11/09/2023 | |
| 21.1 | Subsidiaries of Shift4 Payments, Inc. | * | ||||
| 23.1 | Consent of PricewaterhouseCoopers LLP, as to Shift4 Payments, Inc. | * | ||||
| 31.1 | Certification of Registrant’s Chief Executive Officer, as required by Section 302 of the Sarbanes-Oxley Act of 2002. | * | ||||
| 31.2 | Certification of Registrant’s Chief Financial Officer, as required by Section 302 of the Sarbanes-Oxley Act of 2002. | * | ||||
| 32.1 | Certification of Registrant’s Chief Executive Officer, as required by Section 906 of the Sarbanes-Oxley Act of 2002. | ** | ||||
| 32.2 | Certification of Registrant’s Chief Financial Officer, as required by Section 906 of the Sarbanes-Oxley Act of 2002. | ** | ||||
| 97.1# | Shift4 Payments, Inc. Policy for Recovery of Erroneously Awarded Compensation | * | ||||
| 101.INS | Inline XBRL Instance Document - the instance document appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | * | ||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document. | * | ||||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document. | * | ||||
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document. | * | ||||
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document. | * | ||||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document. | * | ||||
| 104 | Cover Page Interactive Data File (formatting as Inline XBRL and contained in Exhibit 101) | * | ||||
- Filed herewith.
** Furnished herewith.
*** Portions of this exhibit (indicated by asterisks) have been omitted pursuant to Regulation S-K, Item 601(b)(10). Such omitted information is not material and the Registrant customarily and actually treats such information as private or confidential. Additionally, schedules (and/or similar attachments) to this exhibit have been omitted pursuant to Regulation S-K, Item 601(a)(5). The Company undertakes to furnish supplemental copies of any of the omitted schedules or similar attachments upon request by the SEC.
**** Schedules (and/or similar attachments) to this exhibit have been omitted pursuant to Regulation S-K, Item 601(a)(5). The Company undertakes to furnish supplemental copies of any of the omitted schedules or similar attachments upon request by the SEC.
Indicates management contract or compensatory plan or arrangement in which any director or executive officer participates.
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