Taylor Lauber
About Taylor Lauber
Taylor Lauber (age 41) is Shift4’s President since February 2022 and Chief Strategy Officer since the company’s formation. He previously served as SVP, Strategic Projects (2018–2022), was a Principal at The Blackstone Group (2010–2018), and a Financial Advisor at Merrill Lynch (2005–2010). He holds a Bachelor of Economics and Finance from Bentley College and has passed FINRA Series 7, 66, and 27 exams . Pay-for-performance metrics for 2024 included End-to-end payment volume, Gross Revenue less network fees, and Adjusted EBITDA; actual results delivered 100.03% of target bonuses for NEOs. Company TSR (value of an initial $100 from IPO) reached $313 in 2024 vs $222 in 2023; Adjusted EBITDA was $677.4mm in 2024 vs $459.9mm in 2023 . As part of succession planning, Lauber is expected to succeed Jared Isaacman as CEO upon Isaacman’s Senate confirmation to lead NASA .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Shift4 Payments, LLC | SVP, Strategic Projects | 2018–2022 | Led strategic initiatives prior to current executive roles |
| The Blackstone Group, L.P. | Principal | 2010–2018 | Buy-side principal experience; capital allocation and value creation skillset |
| Merrill Lynch | Financial Advisor | 2005–2010 | Advised Fortune 500 clients on capital markets transactions |
External Roles
No current external directorships or committee roles were disclosed in the proxy .
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | $350,000 | $350,000 | $350,000 |
| Target Annual Cash Incentive ($) | $225,000 | $225,000 | $225,000 |
| Actual Annual Cash Incentive Paid ($) | $225,000 | $225,000 | $225,000 |
Notes:
- Target bonuses for NEOs (except CEO) were set at $225,000; 2024 payouts were approved at target based on performance versus Metrics and qualitative factors .
Performance Compensation
| Metric | Weighting | 2024 Target | 2024 Actual | Payout vs Target | Vesting |
|---|---|---|---|---|---|
| End-to-end payment volume | 66.67% of overall framework (with other qualitative criteria) | $171.968B | $164.817B | Contributed to overall 100.03% bonus performance | Cash payout (annual bonus); RSUs vest over 3 years |
| Gross Revenue less network fees | 66.67% (aggregate metric block) | $1,336mm | $1,354.4mm | Contributed to overall 100.03% bonus performance | Cash payout; RSUs vest over 3 years |
| Adjusted EBITDA | 66.67% (aggregate metric block) | $646mm | $677.5mm | Contributed to overall 100.03% bonus performance | Cash payout; RSUs vest over 3 years |
Additional equity grants are calibrated using a scoring framework: Result vs Plan (66.67%), strategic direction (16.67%), operational execution (16.67%) .
| Equity Awards (Grant-date fair value) | 2022 | 2023 | 2024 |
|---|---|---|---|
| RSUs ($) | $1,349,993 | $6,039,993 | $6,030,000 |
Grant details:
- 2/29/2024: 70,198 RSUs; vest 1/3 annually over 3 years, subject to continued employment .
- 2/20/2025: Structural + performance RSUs totaling $8,260,000 grant-date value; 3-year vesting schedule for NEOs .
Equity Ownership & Alignment
| Ownership Item | Value |
|---|---|
| Beneficial ownership – Class A shares | 100,156 (less than 1% of outstanding) |
| Unvested RSUs (as of 12/31/2024) | 10,728 (3/9/2022), 28,999 (3/2/2023), 46,766 (2/29/2024) |
| Market value of unvested RSUs (12/31/2024, $103.78/sh) | $1,113,352; $3,009,516; $4,856,800 respectively |
| Stock ownership guidelines (NEOs) | 3.0x base salary; compliance timeline 5 years; 50% net shares hold until met |
| Hedging/Pledging policy | Prohibits hedging and pledging Company securities without prior approval; exceptions for Class B/C and LLC units only |
| Clawback policy | Dodd-Frank/NYSE-compliant incentive compensation recovery for Section 16 officers (effective 8/1/2023) |
Interpretation:
- Significant unvested RSUs over a three-year schedule create long-dated alignment and potential periodic selling pressure upon vesting events. Anti-hedging and anti-pledging reduce misalignment risk .
Employment Terms
- Agreement: Lauber Employment Agreement dated February 12, 2018; initial 3-year term with automatic 2-year renewals .
- Compensation eligibility: Base salary $350,000; annual cash bonus eligibility at Compensation Committee discretion; $2,000 monthly auto expense reimbursement .
- Restrictive covenants: Employment agreement includes confidentiality/IP assignment and three-year post-employment non-compete and customer non-solicit . The “Potential Payments” section notes a one-year post-termination non-compete/non-solicit; confirm current covenant term in any amended agreement .
- Severance/termination: If terminated without cause or resigns for good reason, outstanding RSUs accelerate and vest in full (no additional cash severance disclosed) .
- Change-in-control: No additional payments upon change in control; RSU acceleration terms for Lauber not specified beyond termination scenario; he is “not entitled to any other payments upon a change in control” .
- Clawback: Company-wide recovery policy applies to incentive compensation .
Board Service, Committee Roles, and Governance Implications
- Board service: Taylor Lauber is an executive officer (President & CSO) and is not listed as a member of the Board of Directors in 2025 proxy materials .
- Committee roles: None (not a director) .
- Governance context: Shift4 is a “controlled company” under NYSE rules due to Jared Isaacman’s >50% voting power; combined CEO/Chair role continues, with Christopher Cruz serving as Lead Independent Director, and reliance on controlled-company exemptions for certain committees .
Director Compensation (for completeness; Lauber is not a director)
- Non-employee directors receive annual cash retainers, committee fees, and RSUs vesting after one year; Lauber does not receive director compensation .
Say-on-Pay & Peer Benchmarking
- 2024 say-on-pay support was ~99.7% “For,” indicating strong shareholder endorsement of compensation practices .
- Independent consultant: Semler Brossy advises Compensation Committee; peer group used for market competitiveness includes payments and payments-adjacent firms (e.g., Toast, WEX, FLEETCOR, Broadridge, Jack Henry) .
Investment Implications
- Alignment: Heavy equity mix with multi-year RSU vesting and ownership guidelines supports long-term alignment; anti-hedging/pledging and clawback reduce governance risk .
- Retention and selling pressure: Large unvested RSU stack for Lauber may create periodic selling pressure around vest dates; however, acceleration upon termination for good reason/without cause reduces retention leverage and could be viewed as a softer retention mechanism .
- Governance/succession: Expected CEO transition to Lauber upon Isaacman’s NASA confirmation could be a material strategic inflection; controlled-company status and combined CEO/Chair may persist until voting power changes per Isaacman’s ethics commitments .
- Performance linkage: 2024 metrics were met/exceeded leading to target bonus payouts; Adjusted EBITDA rose to $677.4mm with TSR performance improving, supporting pay-for-performance narrative .
- Red flags: No tax gross-ups; no disclosed option repricing; pledging of Class A shares prohibited; note discrepancy in non-compete term (3 years in employment agreement vs 1 year in termination summary)—clarify in any amended agreement or future filings .
Overall, Lauber’s compensation structure emphasizes equity and operational performance with robust governance safeguards. The pending CEO succession elevates execution risk but also enhances accountability and alignment through equity-based pay and clawback provisions .