Shift4 Payments paid about $4.7 million to three people who were related to company executives and directors without disclosing that compensation in regulatory filings between 2021 and 2023, the Securities and Exchange Commission said in a website post last week.
As a result, the federal agency entered a settlement with the payments processing company and fined it for not disclosing the payments before last year. The company is led by CEO and founder Jared Isaacman.
The largest amount paid to the Shift4 executives’ relatives went to a non-executive employee of the company who was paid $1.1 million annually for three years beginning in 2020, according to the Jan. 10 SEC settlement. The company’s latest proxy statement, filed last year, appears to identify that person as Isaacman’s half-brother, Michael Isaacman, who joined the company in 2019 and is now the company’s chief commercial officer.
The CEO's father, Donald Isaacman, also serves on Shift4's board of directors, and was previously the company’s president, according to that latest proxy statement.
Allentown, Pennsylvania-based Shift4 agreed to a $750,000 civil penalty without admitting wrongdoing, the SEC said in a summary of the settlement published on its website.
The company has been in the national spotlight lately for reasons unrelated to the settlement. Isaacman — who founded the company in 1999 while he was a teenager — said late last year that he would exit his CEO role after President-Elect Donald Trump nominated him to lead NASA. The company has not named his replacement.
Trump announced Isaacman's nomination to lead the space agency on Dec. 4, and the CEO said in a letter to employees that he would stay in his post at least through the company’s investor day in February, although he did not provide an exact date.
Isaacman has also been to space multiple times. On Sept. 12 the executive led the first private spacewalk as part of the SpaceX Polaris Dawn mission.
Isaacman's half-brother, Michael Isaacman, has been employed with the company since 2019, according to Shift4's 2024 proxy statement. He is currently the company’s chief commercial officer, according to Shift4’s website. He was paid an base salary of $250,000 over the course of three years beginning in 2021, the statement said, and was compensated with restricted stock options worth $684,451 in the 2023 fiscal year, $713,452 in the 2022 fiscal year, and $680,018 in the 2021 fiscal year.
Any public company is required to report payments to immediate family members of executives and directors that exceed $120,000 in a fiscal year, the SEC said in the summary.
The settlement was reported earlier by the Wall Street Journal.
The SEC did not name the relatives, but said that two work directly for the company while the third was an independent sales agent who was paid in commissions.
"Shift4 did not comply with disclosure requirements applicable to transactions with such related persons," the regulator said in the summary of the settlement.
The highest paid of the three was the sibling of an executive officer and director, as well as the child of a different director, according to the SEC settlement.
The company does not appear to have filed any supplementary documents with the SEC regarding the settlement or the relatives.
Shift4 did not admit to or deny the regulator's findings, the summary said. A Shift4 spokesperson did not respond to multiple messages seeking comment on the settlement.
The sibling of an executive officer and director — who was also the stepchild of a different director and worked as an independent sales agent — was paid $281,609 in commissions in 2020, made $492,096 in commissions in 2021, and was paid $463,565 in commissions in 2022, the SEC settlement said.
The sibling of a different executive officer was paid $167,947 in 2022 while working as a non-executive of Shift4, the settlement said.
