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4//SEC Filing

Green Equity Investors VI, L.P. 4

Accession 0001209191-18-044242

CIK 0001620533other
View on SEC.govCompany Profile

Filed

Jul 26, 8:00 PM ET

Accepted

Jul 27, 4:54 PM ET

Size

32.7 KB

Accession

0001209191-18-044242

Insider Transaction Report

Form 4
Period: 2018-07-25
Shake Shack Inc.SHAK
Green Equity Investors VI, L.P.
Director10% Owner
Transactions
  • Conversion

    Class A Common Stock

    2018-07-25+626,562→ 1,002,499 total
  • Conversion

    Class A Common Stock

    2018-07-25+45,733→ 73,172 total
  • Conversion

    Class B Common Stock

    2018-07-25−626,562→ 1,181,199 total
    → Class A Common Stock (626,562 underlying)
  • Conversion

    Class B Common Stock

    2018-07-25−45,733→ 86,217 total
    → Class A Common Stock (45,733 underlying)
Holdings

  • Employee Stock Option (right to buy)

    (indirect: See footnote)
    Exercise: $21.00From: 2016-01-29Exp: 2025-01-29→ Class A Common Stock (8,251 underlying)
    10,254

  • Class A Common Stock

    1,301,490

  • Class A Common Stock

    (indirect: See footnote)
    1,032

  • Employee Stock Option (right to buy)

    (indirect: See footnote)
    Exercise: $34.62From: 2017-05-19Exp: 2026-05-19→ Class A Common Stock (2,003 underlying)
    10,254
Footnotes (20)
  • [F1]Represents shares of Class A common stock, par value $0.001 per share ("A-Common") of the Issuer issued to Green Equity Investors VI, L.P. ("GEI VI"). The shares were issued in exchange for an equivalent number of shares of Class B common stock, par value $0.001 per share ("B-Common") of the Issuer and limited liability company interests (the "LLC Interests") of SSE Holdings, LLC, tendered to the Issuer pursuant to the exchange right described in note 13 to this Form 4.
  • [F10]Each of GEI VI, Malted, Peridot, LGP, LGPM, Capital, and Holdings disclaims beneficial ownership of the Equity Interests reported on this row, except to the extent of its pecuniary interest therein, and, with respect to GEI Side VI, except to the extent of its direct ownership reported herein, and this report shall not otherwise be deemed an admission that the Reporting Persons are the beneficial owners of such securities for purposes of Section 16 or for any other purposes.
  • [F11]Represents shares of A-Common of the Issuer underlying restricted stock units awarded to Mr. Jonathan D. Sokoloff, pursuant to the Issuer's 2015 Incentive Award Plan, as amended, and the Issuer's Non-Employee Director Compensation Policy on June 12, 2018 and June 12, 2017. The restricted stock units represent the right to receive shares of A-Common, subject to Mr. Sokoloff's continued service with the Issuer. Of the 1,032 shares of A-Common reported, 642 vested on June 12, 2018 and 390 will vest on June 12, 2019.
  • [F12]Represents shares owned by Mr. Sokoloff.
  • [F13]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).
  • [F14]Represents shares paired with LLC Interests on a one-to-one basis by GEI VI and exchanged for shares of A-Common.
  • [F15]Not applicable.
  • [F16]Represents shares paired with LLC Interests on a one-to-one basis by Malted and exchanged for shares of A-Common.
  • [F17]These options vested on May 19, 2017.
  • [F18]Represents options granted in respect of Mr. Sokoloff's service on the Issuer's board of directors. Of the 10,254 options reported, 8,251 vested on January 29, 2016 and 2,003 vested on May 19, 2017.
  • [F19]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 LGP. LGP 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 such options.
  • [F2]Represents shares owned by GEI VI.
  • [F20]These options vested on January 29, 2016.
  • [F3]GEI Capital VI, LLC ("Capital") is the general partner of GEI VI and Green Equity Investors Side VI, L.P. ("GEI Side VI"). Green VI Holdings, LLC ("Holdings") is a limited partner of GEI VI. Leonard Green & Partners, L.P. ("LGP") is the management company of GEI VI and GEI Side VI, and an affiliate of Capital and Holdings. Peridot Coinvest Manager LLC ("Peridot") is the management company of LGP Malted Coinvest LLC ("Malted"), and an affiliate of Capital and Holdings. LGP Management, Inc. ("LGPM") is the general partner of LGP.
  • [F4]Each of GEI VI, GEI Side VI, Malted, Peridot, LGP, LGPM, Capital, and Holdings, 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 some or all of the A-Common owned by GEI VI, GEI Side VI, or Malted, or the shares of Class B Common Stock, par value $0.001 per share ("B-Common") and limited liability company interests (the "LLC Interests") of SSE Holdings, LLC owned by GEI VI and Malted (collectively, the "Equity Interests") and, therefore, a "ten percent holder" hereunder.
  • [F5]Each of GEI Side VI, Malted, Peridot, LGP, LGPM, Capital, and Holdings disclaims beneficial ownership of the Equity Interests reported on this row, except to the extent of its pecuniary interest therein, and, with respect to GEI VI, except to the extent of its direct ownership reported herein, and this report shall not otherwise be deemed an admission that the Reporting Persons are the beneficial owners of such securities for purposes of Section 16 or for any other purposes.
  • [F6]Represents shares of A-Common issued to Malted. The shares reported on this row were issued to Malted in exchange for an equivalent number of shares of B-Common and LLC Interests tendered to the Issuer pursuant to the exchange right described in note 13 to this Form 4.
  • [F7]Represents shares owned by Malted.
  • [F8]Each of GEI VI, GEI Side VI, Peridot, LGP, LGPM, Capital, and Holdings disclaims beneficial ownership of the Equity Interests reported on this row, except to the extent of its pecuniary interest therein, and, with respect to Malted, except to the extent of its direct ownership reported herein, and this report shall not otherwise be deemed an admission that the Reporting Persons are the beneficial owners of such securities for purposes of Section 16 or for any other purposes.
  • [F9]Represents shares owned by GEI Side VI.

Documents

1 file

Issuer

Shake Shack Inc.

CIK 0001620533

→
Entity typeother
IncorporatedDE

Related Parties

1
  • filerCIK 0001531051

Filing Metadata

Form type
4
Filed
Jul 26, 8:00 PM ET
Accepted
Jul 27, 4:54 PM ET
Size
32.7 KB
View on SEC.gov