SEC Form 4 · accession 0001620533-15-000061

Shake Shack Inc. · SHAK

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

Reporting owner

Director · 10% Owner

Period of report

Aug 18, 2015

Accepted (ET)

Aug 20, 2015 · 6:16 pm EDT

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	Nature of ownership
CLASS A COMMON STOCK^F1	Aug 18, 2015	C	226,978	—	A	256,978	D
CLASS A COMMON STOCK	Aug 18, 2015	S	226,978	$57.75	D	30,000	D
CLASS B COMMON STOCK^F2	Aug 18, 2015	J	226,978	—	D	0	D
CLASS A COMMON STOCK^F1,F3	Aug 18, 2015	C	20,404	—	A	20,404	I	BY LLC
CLASS A COMMON STOCK^F3	Aug 18, 2015	S	20,404	$57.75	D	0	I	BY LLC
CLASS B COMMON STOCK^F2,F4	Aug 18, 2015	J	20,404	—	D	664,822	I	BY LLC

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Common Membership Interests^F5	—	Aug 18, 2015	C	226,978	D	—	—	CLASS A COMMON STOCK	226,978	0	D
Common Membership Interests^F5,F6	—	Aug 18, 2015	C	20,404	D	—	—	CLASS A COMMON STOCK	20,404	664,822	I

F1Shares obtained upon redemption of common membership interests in SSE Holdings, LLC (the "LLC Interests") for an equal number of shares of the Issuer's Class A Common Stock.
F2Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the shares of the Issuer's Class B Common Stock are cancelled for no consideration on a one-for-one basis upon redemption of the LLC Interests for shares of Class A Common Stock.
F3Represents shares of Class A Common Stock held by Gulf Five LLC. Mr. Flug disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
F4Represents shares of Class B Common Stock held by Gulf Five LLC. Mr. Flug disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
F5The LLC Interests are redeemable for an equal number of shares of the Issuer's Class A Common Stock or, at the election of the Issuer, cash equal to the volume-weighted average market price of such shares. The LLC Interests have no expiration date.
F6Represents LLC Interests and shares held by Gulf Five LLC. Mr. Flug disclaims beneficial ownership of such interests except to the extent of his pecuniary interest therein.