Page 11 of 15 SEC Filing CUSIP No. 819047 101 Schedule 13D Page 11 of 15 Pages
ended September 30, 2015 plus (ii) 1,727,804 shares of A-Common reported issued by the Issuer in its Form 8-K filed on January 20, 2016. Reporting
Persons Number of Shares With Sole Voting and Dispositive Power Number* of Shares With Shared Voting
and Dispositive Power Aggregate
Number* of
Shares
Beneficially Owned Percentage
of Class
Beneficially Owned Select Equity 0 3,392,935 3,392,935 8.9% SEG 0 303,559 303,559 0.8% SEG Holdings 0 303,559 303,559 0.8% SEG II 0 1,180,715 1,180,715 3.1% SEG II Holdings 0 1,180,715 1,180,715 3.1% SEG Offshore 0 1,908,661 1,908,661 5.0% George S. Loening 0 3,392,935 3,392,935 8.9% Evan C. Guillemin 8,251 0 8,251 0.02% Other directors and officers of SEG Offshore 0 1,908,661 1,908,661 5.0%
*All share numbers presented in this table assume full conversion of B-Common and LLC Interests to A-Common. Due to their relationships with the SEG Direct Holders, each of Select Equity, SEG Holdings, SEG II Holdings and Mr. Loening may be deemed to have shared voting and investment power with respect to the Equity Interests beneficially owned by the SEG Direct Holders. As such, Select Equity, SEG Holdings, SEG II Holdings and Mr. Loening may be deemed to have shared beneficial ownership over such Equity Interests. SEG and SEG Holdings disclaim beneficial ownership of the Equity Interests held directly by SEG II and SEG Offshore; SEG II and SEG II Holdings disclaim beneficial ownership of the Equity Interests held directly by SEG and SEG Offshore; and SEG Offshore disclaims beneficial ownership of the Equity Interests held directly by SEG and SEG II. Additionally, by virtue of the various agreements and arrangements among the SEG Funds described in this Schedule 13D and the other members of (i) the Voting Group (the other members of the Voting Group, the “Non-SEG Voting Members”) and (ii) the Trading Group (as defined below) (the other members of the Trading Group, the “Non-SEG Trading Members”), the Non-SEG Voting Members and the Non-SEG Trading Members may be deemed to be members of a “group” with the Reporting Persons. None of the Non-SEG Voting Members nor Non-SEG Trading Members are Reporting Persons on this Schedule 13D, and any obligations any of them may have under Section 13(d) of the Act would have to be satisfied on Follow Shake Shack Inc. (NYSE:SHAK)
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| CUSIP No. 819047 101 | Schedule 13D | Page 11 of 15 Pages |
ended September 30, 2015 plus (ii) 1,727,804 shares of A-Common reported issued by the Issuer in its Form 8-K filed on January 20, 2016.
| Reporting Persons | Number of Shares With Sole Voting and Dispositive Power | Number* of Shares With Shared Voting and Dispositive Power | Aggregate Number* of Shares Beneficially Owned | Percentage of Class Beneficially Owned |
| Select Equity | 0 | 3,392,935 | 3,392,935 | 8.9% |
| SEG | 0 | 303,559 | 303,559 | 0.8% |
| SEG Holdings | 0 | 303,559 | 303,559 | 0.8% |
| SEG II | 0 | 1,180,715 | 1,180,715 | 3.1% |
| SEG II Holdings | 0 | 1,180,715 | 1,180,715 | 3.1% |
| SEG Offshore | 0 | 1,908,661 | 1,908,661 | 5.0% |
| George S. Loening | 0 | 3,392,935 | 3,392,935 | 8.9% |
| Evan C. Guillemin | 8,251 | 0 | 8,251 | 0.02% |
| Other directors and officers of SEG Offshore | 0 | 1,908,661 | 1,908,661 | 5.0% |
*All share numbers presented in this table assume full conversion of B-Common and LLC Interests to A-Common.
Due to their relationships with the SEG Direct Holders, each of Select Equity, SEG Holdings, SEG II Holdings and Mr. Loening may be deemed to have shared voting and investment power with respect to the Equity Interests beneficially owned by the SEG Direct Holders. As such, Select Equity, SEG Holdings, SEG II Holdings and Mr. Loening may be deemed to have shared beneficial ownership over such Equity Interests. SEG and SEG Holdings disclaim beneficial ownership of the Equity Interests held directly by SEG II and SEG Offshore; SEG II and SEG II Holdings disclaim beneficial ownership of the Equity Interests held directly by SEG and SEG Offshore; and SEG Offshore disclaims beneficial ownership of the Equity Interests held directly by SEG and SEG II.
Additionally, by virtue of the various agreements and arrangements among the SEG Funds described in this Schedule 13D and the other members of (i) the Voting Group (the other members of the Voting Group, the “Non-SEG Voting Members”) and (ii) the Trading Group (as defined below) (the other members of the Trading Group, the “Non-SEG Trading Members”), the Non-SEG Voting Members and the Non-SEG Trading Members may be deemed to be members of a “group” with the Reporting Persons. None of the Non-SEG Voting Members nor Non-SEG Trading Members are Reporting Persons on this Schedule 13D, and any obligations any of them may have under Section 13(d) of the Act would have to be satisfied on
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