Noncontrolling Interests

3 Months Ended

Mar. 31, 2026

Non-Redeemable Noncontrolling Interests

Rook

Shift4 Payments, Inc. is the sole managing member of Shift4 Payments, LLC and consolidates its financial results. The economic interest in Shift4 Payments, LLC held by Rook amounted to $385 million as of December 31, 2025 and was recorded as a non-redeemable noncontrolling interest. The following table summarizes the ownership of LLC Interests in Shift4 Payments, LLC:


	March 31, 2026			December 31, 2025
	LLC Interests	Ownership %		LLC Interests	Ownership %
Shift4 Payments, Inc.	79,328,812	100.0	%	64,790,146	76.6	%
Rook	—	—	%	19,801,028	23.4	%
Total	79,328,812	100.0	%	84,591,174	100.0	%

In February 2026, pursuant to the Transaction Agreement, the following transactions occurred: (i) Rook effected a redemption and exchange of all of its equity common units in Shift4 Payments, LLC on a one-for-one basis for shares of Class A common stock and cancelled the corresponding shares of Class B common stock, (ii) Mr. Isaacman exchanged all of his shares of Class C common stock on a one-for-one basis for shares of Class A common stock, (iii) Rook assigned all of its rights and benefits under the TRA to the Company, and each of Rook and the Company waived any rights they may have to any tax benefit payments; and (iv) Mr. Isaacman agreed to the waiver by Rook of its rights under Section 4 of the Stockholders Agreement, dated June 4, 2020, among the Company, Rook, and Searchlight. Accordingly, the carrying value of Rook’s noncontrolling interest was reclassed to “Additional paid-in capital” on the Company’s unaudited Condensed Consolidated Balance Sheets.

Global Blue

The noncontrolling interests in certain subsidiaries of Global Blue Group Holding AG, a wholly-owned subsidiary of the Company, are accounted for as a non-redeemable noncontrolling interest, representing third-party ownership in entities where Global Blue maintains control but holds less than 100% equity interest. Profits, losses, and other comprehensive income are allocated to noncontrolling interests based on ownership percentages. Certain noncontrolling interest holders own put options to sell their ownership interests to Global Blue, treated as potential liabilities if exercisable. In addition, certain noncontrolling interest holders receive periodic distributions, included within “Distributions to noncontrolling interests” on the unaudited Condensed Consolidated Statements of Cash Flows. The following table summarizes the carrying values and minority ownership of each Global Blue subsidiary in which it holds less than 100% equity interest:


	March 31, 2026
	Noncontrolling Interests Carrying Value		Noncontrolling Ownership %
Global Blue TPS Japan Co Ltd	$	117	49	%
Global Blue Lebanon SAL	—		45	%
Global Blue Brasil TFS Ltda.	—		40	%
Global Blue Touristik Hizmetler A.Ş.	1		40	%
Global Blue Pazarlama Destek ve Teknoloji Hizmetleri A.Ş.	—		40	%
Bahama’s VAT Refund Ltd	—		20	%
Global Blue LLC	(1)		40	%
Total	$	117

For the three months ended March 31, 2026, net income attributable to the Global Blue noncontrolling interests amounted to $2 million, and there were no distributions.

Redeemable Noncontrolling Interests

In June 2024, the Company acquired a majority stake in Vectron Systems AG (“Vectron”), a German corporation providing POS systems, POS software, and digital and cloud-based services worldwide. The Company consolidates 100% of Vectron’s assets, liabilities, revenues and expenses. In June 2025, Arrow HoldCo GmbH (“Arrow HoldCo”), a wholly owned indirect subsidiary of the Company, and Vectron entered into a domination and profit and loss transfer agreement (“DPLTA”), with Arrow HoldCo as the controlling company and Vectron as the controlled company.

As of March 31, 2026, the Company owned approximately 91% of Vectron’s common stock. The 9% economic interest in Vectron not held by the Company amounted to $10 million as of both March 31, 2026 and December 31, 2025. The redeemable noncontrolling interest was calculated as the redemption amount of the shares not owned by the Company as of each date, plus accrued dividends payable.

Under the DPLTA, each minority shareholder of Vectron was granted the right to tender their shares for a cash redemption payment of €10.93 per share at any time. As this redemption right is outside the control of the Company, the related noncontrolling interest is classified as “Redeemable noncontrolling interests”, which is presented in the mezzanine section of the unaudited Condensed Consolidated Balance Sheets between liabilities and equity. The redeemable noncontrolling interest is measured at the greater of the redemption value or adjusted carrying amount, and is subject to foreign currency translation adjustments and periodic accretion to its redemption amount.

In addition, the DPLTA entitles minority shareholders who do not redeem their shares to receive an annual guaranteed dividend of €0.47 per share. This fixed, non-discretionary payment qualifies as a participating security preference and is treated as a reduction to net income attributable to common stockholders. Although the dividend is legally paid on an annual basis, this obligation is required to be accrued on a straight-line basis beginning on the registration date.

There were no material changes to the Company’s redeemable noncontrolling interests during the three months ended March 31, 2026.