SEC Form 4 · accession 0001209191-15-062069
CHIPOTLE MEXICAN GRILL INC · CMG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jack Hartung
Officer — Chief Financial Officer
Period of report
Jul 20, 2015
Accepted (ET)
Jul 22, 2015 · 5:33 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001058090
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Jul 20, 2015 | M | 5,000 | $371.63 | A | 35,392 | D | |
| Common Stock | Jul 20, 2015 | M | 5,000 | $371.63 | A | 40,392 | D | |
| Common Stock | Jul 20, 2015 | F | 2,735 | $679.48 | D | 37,657 | D | |
| Common Stock | Jul 20, 2015 | F | 2,728 | $681.30 | D | 34,929 | D | |
| Common StockF2 | Jul 20, 2015 | S | 2,265 | $667.89 | D | 32,664 | D | |
| Common StockF3 | Jul 20, 2015 | S | 2,272 | $680.50 | D | 30,392 | D | |
| Common Stock | Jul 22, 2015 | M | 15,000 | $317.63 | A | 45,392 | D | |
| Common Stock | Jul 22, 2015 | M | 5,000 | $371.63 | A | 50,392 | D | |
| Common Stock | Jul 22, 2015 | F | 7,727 | $721.47 | D | 42,665 | D | |
| Common Stock | Jul 22, 2015 | F | 2,581 | $720.00 | D | 40,084 | D | |
| Common StockF4 | Jul 22, 2015 | S | 2,985 | $714.73 | D | 37,099 | D | |
| Common StockF5 | Jul 22, 2015 | S | 1,000 | $715.93 | D | 36,099 | D | |
| Common StockF6 | Jul 22, 2015 | S | 3,288 | $717.09 | D | 32,811 | D | |
| Common StockF7 | Jul 22, 2015 | S | 2,419 | $720.07 | D | 30,392 | D | |
| Common Stock | holding | — | — | — | 72 | I | By children |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2012 Stock Appreciation Rights | $371.63 | Jul 20, 2015 | M | 5,000 | D | Feb 6, 2014 | Feb 6, 2019 | Common Stock | 5,000 | 20,000 | D |
| 2012 Performance SOSARs | $371.63 | Jul 20, 2015 | M | 5,000 | D | Feb 6, 2014 | Feb 6, 2019 | Common Stock | 5,000 | 15,000 | D |
| 2012 Stock Appreciation Rights | $371.63 | Jul 22, 2015 | M | 15,000 | D | Feb 6, 2014 | Feb 6, 2019 | Common Stock | 15,000 | 5,000 | D |
| 2012 Performance SOSARs | $371.63 | Jul 22, 2015 | M | 5,000 | D | Feb 6, 2014 | Feb 6, 2019 | Common Stock | 5,000 | 10,000 | D |
| 2013 Stock Appreciation RightsF8 | $318.45 | holding | — | — | — | Feb 7, 2015 | Feb 7, 2020 | Common Stock | 25,000 | 25,000 | D |
| 2013 Performance SOSARs | $318.45 | holding | — | — | — | Feb 7, 2015 | Feb 7, 2020 | Common Stock | 12,500 | 12,500 | D |
| 2014 Stock Appreciation RightsF9 | $543.20 | holding | — | — | — | Feb 3, 2016 | Feb 3, 2021 | Common Stock | 30,000 | 30,000 | D |
Explanation of responses
- F1This stock appreciation rights exercise and sale was executed under the terms of a Sales Plan intended to comply with Rule 10b5-1 under the Securities and Exchange Act of 1934, as amended.
- F2Reflects a weighted-average price. Actual sales prices ranged from $677.46 to $678.39 per share. The filing person undertakes to furnish to the issuer, any requesting shareholder of the issuer, or the staff of the Securities and Exchange Commission complete information regarding the number of shares sold at each separate price.
- F3Reflects a weighted-average price. Actual sales prices ranged from $680.50 to $680.59 per share. The filing person undertakes to furnish to the issuer, any requesting shareholder of the issuer, or the staff of the Securities and Exchange Commission complete information regarding the number of shares sold at each separate price.
- F4Reflects a weighted-average price. Actual sales prices ranged from $714.25 to $715.24 per share. The filing person undertakes to furnish to the issuer, any requesting shareholder of the issuer, or the staff of the Securities and Exchange Commission complete information regarding the number of shares sold at each separate price.
- F5Reflects a weighted-average price. Actual sales prices ranged from $715.69 to $716.50 per share. The filing person undertakes to furnish to the issuer, any requesting shareholder of the issuer, or the staff of the Securities and Exchange Commission complete information regarding the number of shares sold at each separate price.
- F6Reflects a weighted-average price. Actual sales prices ranged from $716.99 to $717.54 per share. The filing person undertakes to furnish to the issuer, any requesting shareholder of the issuer, or the staff of the Securities and Exchange Commission complete information regarding the number of shares sold at each separate price.
- F7Reflects a weighted-average price. Actual sales prices ranged from $720.00 to $720.25 per share. The filing person undertakes to furnish to the issuer, any requesting shareholder of the issuer, or the staff of the Securities and Exchange Commission complete information regarding the number of shares sold at each separate price.
- F8One half of the 2013 Stock Appreciation Rights vested on February 7, 2015 and the remaining half are scheduled to vest on February 7, 2016, subject to possible acceleration of vesting.
- F9The 2014 Stock Appreciation Rights are scheduled to vest in equal installments on February 3, 2016 and February 3, 2017, subject to possible acceleration of vesting.