SEC Form 4 · accession 0000846623-15-000002

Shake Shack Inc. · SHAK

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

10% Owner

Period of report

Dec 9, 2015

Accepted (ET)

Dec 16, 2015 · 6:49 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001620533

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I
Class A Common Stock^F1	Dec 9, 2015	C	18,000	—	A	18,000	D
Class A Common Stock	Dec 14, 2015	S	6,000	$41.08	D	12,000	D
Class A Common Stock	Dec 14, 2015	S	2,000	$40.66	D	10,000	D
Class A Common Stock	Dec 15, 2015	S	5,000	$40.75	D	5,000	D
Class A Common Stock^F1	Dec 16, 2015	C	25,000	—	A	30,000	D
Class A Common Stock	Dec 16, 2015	S	2,500	$40.4642	D	27,500	D
Class B Common Stock^F2	Dec 9, 2015	J	18,000	$0.00	D	319,074	D
Class B Common Stock^F2	Dec 16, 2015	J	25,000	$0.00	D	294,074	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Common Membership Interests^F1,F3	—	Dec 9, 2015	C	18,000	D	—	—	Class A Common Stock	18,000	319,074	D
Common Membership Interests^F1,F3	—	Dec 16, 2015	C	25,000	D	—	—	Class A Common Stock	25,000	294,074	D

F1Upon the reclassification of the Reporting Person's membership interests in SSE Holdings, LLC ("LLC Interests") in connection with the Issuer's IPO in February 2015, the LLC Interests became convertible into an equal number of shares of Class A Common Stock on a one-for-one basis, or at the election of the issuer, redeemable for cash equal to the volume-weighted average market price of such Class A shares.
F2Upon the reclassification of the Reporting Person's LLC Interests described above, the Reporting Person was issued one share of Class B Common Stock for each LLC Interest. One share of Class B Common Stock must be surrendered and canceled upon conversion or redemption of each LLC Interest. Effective December 9 and December 16, 2015, the Reporting Person converted LLC Interests into shares of Class A Common Stock, and an equal number of shares of Class B Common stock were surrendered and cancelled for no consideration.
F3The LLC Interests may be converted or redeemed at any time and have no expiration date.