SEC Form 4 · accession 0001620533-16-000303

Shake Shack Inc. · SHAK

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

Reporting owner

Director · 10% Owner

Period of report

Dec 14, 2016

Accepted (ET)

Dec 16, 2016 · 5:03 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	Nature of ownership
CLASS A COMMON STOCK^F1,F2	Dec 14, 2016	C	7,500	$0.00	A	27,500	D
CLASS B COMMON STOCK^F3,F4	Dec 14, 2016	J	7,500	$0.00	D	50,851	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Common Membership Interests^F5,F6	—	Dec 14, 2016	C	7,500	D	—	—	CLASS A COMMON STOCK	7,500	50,851	D

F1Represents shares of Class A Common Stock ("Class A Stock") of Shake Shack Inc. (the "Issuer") that were obtained upon redemption of an equal number of common membership interests in SSE Holdings, LLC (the "LLC Interests"). The LLC Interests are redeemable for an equal number of shares of Class A Stock or, at the election of the Issuer, cash equal to the volume-weighted average market price of such shares.
F2Represents Class A Stock of the Issuer held by the Reporting Person.
F3Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the shares of the Issuer's Class B Common Stock ("Class B Stock") are cancelled for no consideration on a one-for-one basis upon redemption of the LLC Interests for shares of Class A Stock.
F4Represents shares of Class B Stock held by the Reporting Person.
F5The LLC Interests are redeemable for an equal number of shares of the Issuer's Class A 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 held by the Reporting Person.