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Filing Details

Accession Number:: 0001636222-20-000050
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2020-03-06 17:29:44
Reporting Period:: 2020-03-04

Accepted Time:: 2020-03-06 17:29:44
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1636222	Wingstop Inc.	WING	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1390389	R Charles Morrison	C/O Wingstop Inc. 5501 Lbj Freeway, 5Th Floor Dallas TX 75240	Chairman, President And Ceo	Yes	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock, Par Value $0.01 Per Share	Acquisiton	2020-03-04	35,125	$0.00	124,332	No	4	A	Direct
Common Stock, Par Value $0.01 Per Share	Disposition	2020-03-05	11,463	$80.18	112,869	No	4	S	Direct
Common Stock, Par Value $0.01 Per Share	Disposition	2020-03-05	23,662	$81.20	89,207	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	A	Direct
No	4	S	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock, Par Value $0.01 Per Share	Employee Stock Option (right to buy)	Acquisiton	2020-03-04	33,160	$0.00	33,160	$83.77

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
33,160	2021-03-04	2030-03-04	No	4	A	Direct

Footnotes

On January 31, 2017, the reporting person was granted 35,125 performance-based restricted stock units ("RSUs") pursuant to the Wingstop Inc. 2015 Omnibus Incentive Compensation Plan (the "Plan"). The performance-based RSUs vest based on the Issuer's satisfaction of certain performance criteria over a three-year performance period. The performance criteria were met, resulting in the vesting of 35,125 performance-based RSUs.
RSUs convert into common stock on a one-for-one basis.
This transaction was effected pursuant to a trading plan adopted by the reporting person in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934 (the "10b5-1 Plan"). Accordingly, the reporting person had no discretion with regard to the timing of the transaction. The 10b5-1 Plan was adopted to facilitate diversification within the reporting person's overall portfolio. A portion of the proceeds from the sale were used to pay the tax withholding obligations incurred in connection with the vesting of 35,125 performance-based RSUs.
The shares were sold in multiple transactions at prices ranging from $79.70 to $80.64. The price reported above reflects the weighted-average price. The reporting person undertakes to provide to the staff of the Securities and Exchange Commission, the Issuer, or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.
The transactions reported on rows 2 and 3 of this Table I represent approximately 14.1% 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 248,685 shares.
The shares were sold in multiple transactions at prices ranging from $80.78 to $81.59. The price reported above reflects the weighted-average price. The reporting person undertakes to provide to the staff of the Securities and Exchange Commission, the Issuer, or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.
The stock option was granted on March 4, 2020 pursuant to the Plan. The shares underlying this stock option will vest and become exercisable in three equal annual installments beginning on the first anniversary of the grant date.