SEC Form 4 · accession 0001620533-15-000092

Shake Shack Inc. · SHAK

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

Reporting owner

10% Owner

Period of report

Aug 18, 2015

Accepted (ET)

Aug 20, 2015 · 6:30 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,F2	Aug 18, 2015	C	22,890	$0.00	A	22,890	I	BY TRUST
CLASS A COMMON STOCK^F2	Aug 18, 2015	S	22,890	$57.75	D	0	I	BY TRUST
CLASS B COMMON STOCK^F3,F2	Aug 18, 2015	J	22,890	$0.00	D	146,878	I	BY TRUST

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Common Membership Interests^F2,F4	—	Aug 18, 2015	C	22,890	D	—	—	CLASS A COMMON STOCK	22,890	146,878	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.
F2Held directly by the Roxanne Frank Revocable Trust, of which Jack Polsky (the "Reporting Person") is a trustee and Roxanne H. Frank is a co-trustee. The shares and LLC Interests reported herein are also reported on a Form 4 filed by Roxanne H. Frank and the Roxanne Frank Revocable Trust on August 20, 2015. The Reporting Person disclaims beneficial ownership of such shares and LLC Interests, as applicable, except to the extent of his pecuniary interest therein.
F3Pursuant 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.
F4Represents LLC Interests which 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.