13D Filing: Select Equity Group and Shake Shack Inc. (SHAK)

CUSIP No. 819047 101

Schedule 13D

Page 10 of 14 Pages

This Amendment No. 10 to Schedule 13D (this “Amendment No. 10”) is being filed with respect to the A-Common of the Issuer to amend the Schedule 13D filed on February 17, 2015, as previously amended by Amendment No. 1 to Schedule 13D filed on August 20, 2015, Amendment No. 2 to Schedule 13D filed on November 13, 2015, Amendment No. 3 to Schedule 13D filed on November 16, 2015, Amendment No. 4 to Schedule 13D filed on March 14, 2016, Amendment No. 5 to Schedule 13D filed on March 24, 2016, Amendment No. 6 to Schedule 13D filed on May 27, 2016, Amendment No. 7 to Schedule 13D filed on June 14, 2016, Amendment No. 8 to Schedule 13D filed on August 17, 2016 and Amendment No. 9 to Schedule 13D filed on September 8, 2016 (as amended by this Amendment No. 10, the “Schedule 13D”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Schedule 13D.

ITEM 4.

PURPOSE OF TRANSACTION.

Item 4 is hereby amended to add the following:

Effective June 12, 2017, Evan Guillemin, a member of the Board of Directors (the “Board”) of the Issuer, Chairman of the Compensation Committee, and member of the Audit Committee, resigned from the Board and all committees thereof. Mr. Guillemin’s resignation is not due to any disagreements with the Issuer on any matters relating to its operations, policies or practices.

As a result of his resignation, Mr. Guillemin is no longer deemed to be a member of the group described in this statement, and the shares of Common Stock directly owned by him are no longer deemed to be beneficially owned by such group.

ITEM 5.

INTEREST IN SECURITIES OF THE COMPANY.

Items 5(a) and 5(b) of the Schedule 13D are amended to reflect the following:

As of the date of this Amendment No. 10, (i) SEG is the record owner of 49,127 shares of B-Common and LLC Interests, and (ii) SEG II is the record owner of 191,658 shares of B-Common and LLC Interests. Each of the Reporting Persons and, collectively, the other directors and officers of SEG Offshore beneficially owns the number of shares of A-Common, on an as-converted basis, as set forth below. The percentage of Common Stock beneficially owned by each such Reporting Person and such other directors and officers is based on 36,636,656 shares of Common Stock outstanding on an as-converted basis as of April 26, 2017, as reported in the Issuer’s Form 10-Q for the quarter ended March 29, 2017.

13D Filing: Select Equity Group and Shake Shack Inc. (SHAK)

Published on June 19, 2017 at 3:40 pm by Insider Monkey Staff in Hedge Funds

Page 10 of 14 – SEC Filing

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