Wingstop Inc. — Major Shareholding Notification 2020

Feb 14, 2020

SC 13G 1 tm206607-12_sc13g.htm SCHEDULE 13G

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934 (Amendment No. )*

Wingstop Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

974155103

(CUSIP Number)

December 31, 2019

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

x	Rule 13d-1(b)
¨	Rule 13d-1(c)
¨	Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

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| CUSIP
No. 974155103 — 1. | Names
of Reporting Persons Alger Associates, Inc. 13-3017981 | |
| --- | --- | --- |
| 2. | Check
the Appropriate Box if a Member of a Group (See Instructions) | |
| | (a) | ¨ |
| | (b) | ¨ |
| 3. | SEC
Use Only | |
| 4. | Citizenship
or Place of Organization New York | |

| Number
of Shares Beneficially Owned by Each Reporting Person With | Sole
Voting Power 1,647,839 |
| --- | --- |
| 6. | Shared
Voting Power 0 |
| 7. | Sole
Dispositive Power 1,647,839 |
| 8. | Shared
Dispositive Power 0 |

| 9. | Aggregate
Amount Beneficially Owned by Each Reporting Person 1,647,839 |
| --- | --- |
| 10. | Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨ |
| 11. | Percent
of Class Represented by Amount in Row (9) 5.59% |
| 12. | Type
of Reporting Person (See Instructions) HC |

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| CUSIP
No. 974155103 — 1. | Names
of Reporting Persons Alger Group Holdings, LLC | |
| --- | --- | --- |
| 2. | Check
the Appropriate Box if a Member of a Group (See Instructions) | |
| | (a) | ¨ |
| | (b) | ¨ |
| 3. | SEC
Use Only | |
| 4. | Citizenship
or Place of Organization Delaware | |

| Number
of Shares Beneficially Owned by Each Reporting Person With | Sole
Voting Power 1,647,839 |
| --- | --- |
| 6. | Shared
Voting Power 0 |
| 7. | Sole
Dispositive Power 1,647,839 |
| 8. | Shared
Dispositive Power 0 |

| 9. | Aggregate
Amount Beneficially Owned by Each Reporting Person 1,647,839 |
| --- | --- |
| 10. | Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨ |
| 11. | Percent
of Class Represented by Amount in Row (9) 5.59% |
| 12. | Type
of Reporting Person (See Instructions) HC |

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| CUSIP
No. 974155103 — 1. | Names
of Reporting Persons Fred Alger Management, LLC | |
| --- | --- | --- |
| 2. | Check
the Appropriate Box if a Member of a Group (See Instructions) | |
| | (a) | ¨ |
| | (b) | ¨ |
| 3. | SEC
Use Only | |
| 4. | Citizenship
or Place of Organization Delaware | |

| Number
of Shares Beneficially Owned by Each Reporting Person With | Sole
Voting Power 1,647,839 |
| --- | --- |
| 6. | Shared
Voting Power 0 |
| 7. | Sole
Dispositive Power 1,647,839 |
| 8. | Shared
Dispositive Power 0 |

| 9. | Aggregate
Amount Beneficially Owned by Each Reporting Person 1,647,839 |
| --- | --- |
| 10. | Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨ |
| 11. | Percent
of Class Represented by Amount in Row (9) 5.59% |
| 12. | Type
of Reporting Person (See Instructions) IA |

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| Item
1. | (a) | Name
of Issuer Wingstop Inc. | |
| --- | --- | --- | --- |
| | (b) | Address
of Issuer’s Principal Executive Offices 5501 LBJ Freeway, 5th floor, Dallas, TX 75240 | |
| Item
2. | | | |
| | (a) | Name
of Person Filing Alger Associates, Inc. Alger
Group Holdings, LLC Fred
Alger Management, LLC | |
| | (b) | Address
of Principal Business Office or, if none, Residence 360 Park Avenue South, New York, NY 10010 | |
| | (c) | Citizenship Alger Associates, Inc. – New York Alger
Group Holdings, LLC – Delaware Fred
Alger Management, LLC – Delaware | |
| | (d) | Title
of Class of Securities Common Stock | |
| | (e) | CUSIP
Number 974155103 | |
| Item
3. | If
this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | | |
| | (a) | ¨ | Broker
or dealer registered under section 15 of the Act (15 U.S.C. 78o); |
| | (b) | ¨ | Bank
as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); |
| | (c) | ¨ | Insurance
company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); |
| | (d) | ¨ | Investment
company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); |
| | (e) | ¨ | An
investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); |
| | (f) | ¨ | An
employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); |
| | (g) | x | A
parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); |
| | (h) | ¨ | A
savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
| | (i) | ¨ | A
church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company
Act of 1940 (15 U.S.C. 80a-3); |
| | (j) | ¨ | A
non-U.S. institution in accordance with § 240.13d–1(b)(1)(ii)(J); |
| | (k) | ¨ | Group,
in accordance with § 240.13d–1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with § 240.13d–1(b)(1)(ii)(J),
please specify the type of institution:____ |

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| Item
4. | Ownership | | |
| --- | --- | --- | --- |
| Provide
the following information regarding the aggregate number and percentage of the class of securities of the issuer identified
in Item 1. | | | |
| | (a) | Amount
beneficially owned: 1,647,839 | |
| | (b) | Percent
of class: 5.59% | |
| | (c) | Number
of shares as to which the person has: | |
| | | (i) | Sole
power to vote or to direct the vote 1,647,839 |
| | | (ii) | Shared
power to vote or to direct the vote 0 |
| | | (iii) | Sole
power to dispose or to direct the disposition of 1,647,839 |
| | | (iv) | Shared
power to dispose or to direct the disposition of 0 |
| Item
5. | Ownership
of Five Percent or Less of a Class | | |
| If
this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities, check the following ¨ . | | | |
| Item
6. | Ownership
of More than Five Percent on Behalf of Another Person | | |
| The
securities reported herein are beneficially owned by one or more open-end investment
companies or other managed accounts that are investment management clients of Fred Alger
Management, LLC, (“FAM”) a registered investment adviser. FAM is a 100% owned
subsidiary of Alger Group Holdings, LLC (“AGH”), a holding company. AGH is
a 100% owned subsidiary of Alger Associates, Inc., a holding company. | | | |
| Item
7. | Identification
and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control
Person | | |
| See
Exhibit A | | | |
| Item
8. | Identification
and Classification of Members of the Group | | |
| Item
9. | Notice
of Dissolution of Group | | |

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ITEM 10. Certification

Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

By: Alger Associates, Inc.
By:	/s/
Hal Liebes
Name:	Hal Liebes
Title:	Secretary
Date:	February 14, 2020
By: Alger Group Holdings, LLC
By:	/s/ Hal
Liebes
Name:	Hal Liebes
Title:	Secretary
Date:	February 14, 2020
By: Fred Alger Management, LLC
By:	/s/ Tina
Payne
Name:	Tina Payne
Title:	Senior Vice President
Date:	February 14, 2020

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Exhibit A

Pursuant to Item 7 of this schedule, the following lists the identity and item 3 classification of each entity that directly beneficially owns shares of the security class being reported.

Fred Alger Management, LLC — IA

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Joint Filing Agreement

The undersigned hereby agree that this Schedule 13G (the “Schedule 13G”) with respect to the common stock of Wingstop Inc. is, and any additional amendment thereto signed by each of the undersigned shall be, filed on behalf of each undersigned pursuant to and in accordance with the provisions of 13d-1(k) under the Securities Exchange Act of 1934, as amended, and that all subsequent amendments to the Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the other, except to the extent that it knows or has reason to believe that such information is inaccurate. It is understood and agreed that the joint filing of the Schedule 13G shall not be construed as an admission that the persons named herein constitute a group for purposes of Regulation 13D-G of the Securities Exchange Act of 1934, nor is a joint venture for purposes of the Investment Company Act of 1940.

By: Alger Associates, Inc.
By:	/s/
Hal Liebes
Name:	Hal Liebes
Title:	Secretary
Date:	February 14, 2020
By: Alger Group Holdings, LLC
By:	/s/ Hal
Liebes
Name:	Hal Liebes
Title:	Secretary
Date:	February 14, 2020
By: Fred Alger Management, LLC
By:	/s/ Tina
Payne
Name:	Tina Payne
Title:	Senior Vice President
Date:	February 14, 2020

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