Home > Insider Trading > Filing (0001209191-18-029696)

Filing Details

Accession Number:: 0001209191-18-029696
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2018-05-11 19:19:00
Reporting Period:: 2018-05-09

Accepted Time:: 2018-05-11 19:19:00
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1620533	Shake Shack Inc.	SHAK	()	4

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

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Disposition	2018-05-09	187,490	$58.85	1,741,440	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2018-05-09	12,510	$59.41	1,728,930	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2018-05-10	46,960	$58.24	1,681,970	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2018-05-10	253,040	$58.97	1,428,930	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2018-05-11	127,440	$58.59	1,301,490	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
No	4	S	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	S	Indirect	See footnote

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class A Common Stock	642	Direct

Reported Derivative Holdings

Show Other Fields >>

Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Class A Common Stock	Employee Stock Option (right to buy)	$34.62	2017-05-19	2026-05-19	2,003	10,254	Direct
Class A Common Stock	Employee Stock Option (right to buy)	$21.00	2016-01-29	2025-01-29	8,251	10,254	Direct
Class A Common Stock	Class B Common Stock	$0.00			0	2,343,087	Indirect

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2026-05-19	2,003	10,254	Direct
2025-01-29	8,251	10,254	Direct
	0	2,343,087	Indirect

Footnotes

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, 112,337 were sold by GEI VI, 66,953 were sold by GEI Side VI, and 8,200 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."
This transaction was executed in multiple trades at prices ranging from $58.34 to $59.335. 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.
Represents shares owned by GEI VI, GEI Side VI, and Malted. Of the shares of A-Common reported, 263,600 are owned by GEI VI, 1,458,600 are owned by GEI Side VI, and 19,240 are owned by Malted.
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.
Represents shares of A-Common sold by GEI VI, GEI Side VI, and Malted. Of the shares of A-Common sold, 7,495 were sold by GEI VI, 4,468 were sold by GEI Side VI, and 547 were sold by Malted.
This transaction was executed in multiple trades at prices ranging from $59.34 to $59.50. 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.
Represents shares owned by GEI VI, GEI Side VI, and Malted. Of the shares of A-Common reported, 256,105 are owned by GEI VI, 1,454,132 are owned by GEI Side VI, and 18,693 are owned by Malted.
Represents shares of A-Common sold by GEI VI, GEI Side VI, and Malted. Of the shares of A-Common sold, 28,136 were sold by GEI VI, 16,770 were sold by GEI Side VI, and 2,054 were sold by Malted.
This transaction was executed in multiple trades at prices ranging from $57.49 to $58.485. 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.
Represents shares owned by GEI VI, GEI Side VI, and Malted. Of the shares of A-Common reported, 227,969 are owned by GEI VI, 1,437,362 are owned by GEI Side VI, and 16,639 are owned by Malted.
Represents shares of A-Common sold by GEI VI, GEI Side VI, and Malted. Of the shares of A-Common sold, 151,612 were sold by GEI VI, 90,362 were sold by GEI Side VI, and 11,066 were sold by Malted.
This transaction was executed in multiple trades at prices ranging from $58.49 to $59.15. 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.
Represents shares owned by GEI VI, GEI Side VI, and Malted. Of the shares of A-Common reported, 76,357 are owned by GEI VI, 1,347,000 are owned by GEI Side VI, and 5,573 are owned by Malted.
Represents shares of A-Common sold by GEI VI, GEI Side VI, and Malted. Of the shares of A-Common sold, 76,357 were sold by GEI VI, 45,510 were sold by GEI Side VI, and 5,573 were sold by Malted.
This transaction was executed in multiple trades at prices ranging from $58.19 to $58.87. 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.
Represents shares owned by GEI VI, GEI Side VI, and Malted. Of the shares of A-Common reported, 0 are owned by GEI VI, 1,301,490 are owned by GEI Side VI, and 0 are owned by Malted.
Represents shares of A-Common of the Issuer underlying restricted stock units awarded to the reporting person pursuant to the Issuer's 2-15 Incentive Award Plan, as amended, and the Issuer's Non-Employee Director Compensation Policy on June 12, 2017. The restricted stock units represent the right to receive shares of A-Common and vest on June 12, 2018, subject to the reporting person's continued service with the Issuer.
These options vested on May 19, 2017.
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. Of the 10,254 options reported, 8,251 vested on January 29, 2016 and 2,003 vested on May 19,2017.
These options vested on January 29, 2016.
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).
Not applicable.
Represents shares of B-Common owned by GEI VI and Malted. Of the shares of B-Common reported on this row, 2,183,698 are owned by GEI VI and 159,389 are owned by Malted.
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.