Filing Details

Accession Number:
0001209191-15-085584
Form Type:
4
Zero Holdings:
No
Publication Time:
2015-12-16 16:45:32
Reporting Period:
2015-12-14
Filing Date:
2015-12-16
Accepted Time:
2015-12-16 16:45:32
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1620533 Shake Shack Inc. SHAK Retail-Eating & Drinking Places (5810) 471941186
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1175522 D Jonathan Sokoloff 11111 Santa Monica Boulevard
Suite 2000
Los Angeles CA 90025
Yes No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Class A Common Stock Disposition 2015-12-14 48,499 $40.42 2,811,866 No 4 S Indirect See footnote
Class A Common Stock Disposition 2015-12-14 1,501 $41.13 2,810,365 No 4 S Indirect See footnote
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 S Indirect See footnote
No 4 S Indirect See footnote
Reported Derivative Holdings
Sec. Name Sec. Type Price Date Expiration Date Amount Remaning Holdings Nature of Ownership
Class A Common Stock Employee Stock Option (right to buy) $21.00 2016-01-29 2025-01-29 8,251 8,251 Direct
Class A Common Stock Class B Common Stock $0.00 0 4,744,294 Indirect
Expiration Date Amount Remaning Holdings Nature of Ownership
2025-01-29 8,251 8,251 Direct
0 4,744,294 Indirect
Footnotes
  1. Represents shares of Class A common stock, par value $0.001 per share ("A-Common") sold by Green Equity Investors VI, L.P. ("GEI VI"), Green Equity Investors Side VI, L.P. ("GEI Side VI"), and LGP Malted Coinvest LLC ("Malted"). Of the shares of A-Common sold, 29,060 were sold by GEI VI, 17,319 were sold by GEI Side VI, and 2,120 were sold by Malted. GEI VI's, GEI Side VI's, and Malted's A-Common, together with GEI VI's and Malted's B-Common and LLC Interests, are collectively referred to herein as the "Equity Interests."
  2. This transaction was executed in multiple trades at prices ranging from $40.03 to $41.00. The price reported above reflects the weighted average sale price. Mr. Sokoloff hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of Shares and prices at which the trades were effected.
  3. Represents shares owned by GEI VI, GEI Side VI, and Malted. Of the shares of A-Common reported, 113,477 are owned by GEI VI, 2,698,323 are owned by GEI Side VI, and 66 are owned by Malted.
  4. Mr. Sokoloff directly (whether through ownership or position), or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of the shares owned by GEI VI, GEI Side VI, and Malted. Mr. Sokoloff disclaims beneficial ownership of the shares owned by each of GEI VI, GEI Side VI, and Malted, except to the extent of his pecuniary interest in GEI VI and GEI Side VI, and this report shall not otherwise be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
  5. Represents shares of A-Common sold by GEI VI, GEI Side VI, and Malted. Of the shares of A-Common sold, 899 were sold by GEI VI, 536 were sold by GEI Side VI, and 66 were sold by Malted.
  6. This transaction was executed in multiple trades at prices ranging from $41.05 to $41.20. The price reported above reflects the weighted average sale price. Mr. Sokoloff hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of Shares and prices at which the trades were effected.
  7. Represents shares owned by GEI VI and GEI Side VI. Of the shares of A-Common reported, 112,578 are owned by GEI VI and 2,697,787 are owned by GEI Side VI.
  8. These options will vest on January 29, 2016.
  9. The options reported on this row were granted in respect of Mr. Sokoloff's service on the Issuer's board of directors and are held by Mr. Sokoloff for the benefit of Leonard Green & Partners, L.P.
  10. Pursuant to the terms of the Amended and Restated Certificate of Incorporation of the Issuer, shares of B-Common can be paired with LLC Interests on a one-to-one basis and tendered to the Issuer in exchange for shares of A-Common (or cash, at the Issuer's election).
  11. Not applicable.
  12. Represents shares of B-Common owned by GEI VI and Malted. Of the shares of B-Common reported on this row, 4,413,906 are owned by GEI VI and 330,388 are owned by Malted.
  13. Mr. Sokoloff directly (whether through ownership or position), or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of the Equity Interests. Mr. Sokoloff disclaims beneficial ownership of the Equity Interests held by each of GEI VI, GEI Side VI, and Malted except to the extent of his pecuniary interest in GEI VI and GEI Side VI, and this report shall not otherwise be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.