SEC Form 4 · accession 0000899243-18-010070
Wingstop Inc. · WING
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stacy Peterson
Officer — See Remarks
Period of report
Apr 10, 2018
Accepted (ET)
Apr 12, 2018 · 4:05 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001636222
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.01 per share | Apr 10, 2018 | M | 8,175 | $2.44 | A | 39,423 | D | |
| Common Stock, par value $0.01 per share | Apr 10, 2018 | M | 4,175 | $2.44 | A | 43,598 | D | |
| Common Stock, par value $0.01 per shareF2,F3,F4 | Apr 10, 2018 | S | 12,350 | $48.04 | D | 31,248 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to buy)F5 | $2.44 | Apr 10, 2018 | M | 8,175 | D | — | Sep 20, 2023 | Common Stock | 8,175 | 8,175 | D |
| Employee Stock Option (right to buy)F6 | $2.44 | Apr 10, 2018 | M | 4,175 | D | — | Sep 20, 2023 | Common Stock | 4,175 | 12,175 | D |
Explanation of responses
- F1This sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person. Accordingly, the reporting person had no discretion with regard to the timing of the transaction. The plan was adopted to facilitate diversification within the reporting person's overall portfolio.
- F2Represents shares sold in the open market, a portion of the proceeds of which were used to pay the tax withholding obligations incurred upon the option exercises.
- F3The price reported in Column 4 is a weighted-average price. The shares were sold in multiple transactions at prices ranging from $47.83 to $48.26. The reporting person undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of Wingstop Inc. (the "Issuer"), upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (3) to this Form 4.
- F4This transaction represents approximately 15.8% of the reporting person's total holdings of common stock (including service-based options, vested performance-based options and service-based restricted stock units) on a pre-transaction basis, which represents 78,043 shares.
- F5On September 20, 2013, the reporting person was granted an option to purchase 40,875 shares of common stock. The option vests in five equal annual installments based on the Issuer's satisfaction of certain performance criteria for each of the fiscal years 2014, 2015, 2016, 2017 and 2018.
- F6On September 20, 2013, the reporting person was granted an option to purchase 40,875 shares of common stock. The option vests in five equal annual installments beginning on the first anniversary of the date of grant.
Remarks
Executive Vice President and Chief Experience Officer