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Shake Shack Inc. — Director's Dealing 2015
Aug 20, 2015
31166_dirs_2015-08-20_98b1d990-304c-4e2a-8dc9-ce038e516c1f.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: Shake Shack Inc. (SHAK)
CIK: 0001620533
Period of Report: 2015-08-18
Reporting Person: Flug Jeffrey (Director, 10% Owner)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2015-08-18 | CLASS A COMMON STOCK | C | 226978 | — | Acquired | 256978 | Direct |
| 2015-08-18 | CLASS A COMMON STOCK | S | 226978 | $57.75 | Disposed | 30000 | Direct |
| 2015-08-18 | CLASS B COMMON STOCK | J | 226978 | — | Disposed | 0 | Direct |
| 2015-08-18 | CLASS A COMMON STOCK | C | 20404 | — | Acquired | 20404 | Indirect |
| 2015-08-18 | CLASS A COMMON STOCK | S | 20404 | $57.75 | Disposed | 0 | Indirect |
| 2015-08-18 | CLASS B COMMON STOCK | J | 20404 | — | Disposed | 664822 | Indirect |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2015-08-18 | Common Membership Interests | $ | C | 226978 | Disposed | CLASS A COMMON STOCK (226978.0) | Direct | |
| 2015-08-18 | Common Membership Interests | $ | C | 20404 | Disposed | CLASS A COMMON STOCK (20404.0) | Indirect |
Footnotes
F1: Shares obtained upon redemption of common membership interests in SSE Holdings, LLC (the "LLC Interests") for an equal number of shares of the Issuer's Class A Common Stock.
F2: Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the shares of the Issuer's Class B Common Stock are cancelled for no consideration on a one-for-one basis upon redemption of the LLC Interests for shares of Class A Common Stock.
F3: Represents shares of Class A Common Stock held by Gulf Five LLC. Mr. Flug disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
F4: Represents shares of Class B Common Stock held by Gulf Five LLC. Mr. Flug disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
F5: The LLC Interests are redeemable for an equal number of shares of the Issuer's Class A Common Stock or, at the election of the Issuer, cash equal to the volume-weighted average market price of such shares. The LLC Interests have no expiration date.
F6: Represents LLC Interests and shares held by Gulf Five LLC. Mr. Flug disclaims beneficial ownership of such interests except to the extent of his pecuniary interest therein.