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Chipotle (NYSE: CMG) director receives 6,880-share compensation grant

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Carey Matt reported acquisition or exercise transactions in this Form 4 filing.

Chipotle Mexican Grill director Matt Carey received a stock grant as board compensation. On the reported date, he was awarded 6,880 shares of Chipotle common stock at a reference value of $31.25 per share under the company’s 2022 Stock Incentive Plan.

The grant covers his service as a director from June 2026 through May 2027, and the shares are freely tradeable on the grant date. After this award, Carey directly holds a total of 66,682 Chipotle shares, reflecting routine equity-based compensation rather than an open-market purchase.

Positive

  • None.

Negative

  • None.
Insider Carey Matt
Role null
Type Security Shares Price Value
Grant/Award common stock 6,880 $31.25 $215K
Holdings After Transaction: common stock — 66,682 shares (Direct, null)
Footnotes (1)
  1. [object Object]
Stock grant size 6,880 shares Common stock award to director Matt Carey
Grant reference price $31.25 per share Reported transaction price for the stock grant
Holdings after grant 66,682 shares Total common shares held directly after transaction
Service period covered June 2026–May 2027 Board service period compensated by the grant
2022 Stock Incentive Plan financial
"received shares of common stock under the Chipotle Mexican Grill, Inc. 2022 Stock Incentive Plan as compensation"
grant/award acquisition financial
"transaction_action: grant/award acquisition; transaction_code_description: Grant, award, or other acquisition"
common stock financial
"received shares of common stock under the Chipotle Mexican Grill, Inc. 2022 Stock Incentive Plan"
Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Carey Matt
(Last)(First)(Middle)
C/O CHIPOTLE MEXICAN GRILL, INC.
610 NEWPORT CENTER DR., SUITE 1100
(Street)
NEWPORT BEACH CALIFORNIA 92660
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
CHIPOTLE MEXICAN GRILL INC [ CMG ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/11/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
common stock06/11/2026A6,880(1)A$31.2566,682D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The reporting person received shares of common stock under the Chipotle Mexican Grill, Inc. 2022 Stock Incentive Plan as compensation for the reporting person's service as a director from June 2026 through May 2027. The shares are freely tradeable on the date of grant.
/s/ Lauren Assaf-Holmes, pursuant to power of attorney filed herewith06/12/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Chipotle (CMG) report for Matt Carey?

Chipotle reported that director Matt Carey received a grant of 6,880 shares of common stock as board compensation. The award was issued under Chipotle’s 2022 Stock Incentive Plan and relates to his service from June 2026 through May 2027, increasing his direct holdings.

Was Matt Carey’s Chipotle (CMG) Form 4 transaction an open-market purchase?

No, Matt Carey’s transaction was a stock grant, not an open-market purchase. He acquired 6,880 Chipotle common shares as compensation under the 2022 Stock Incentive Plan, with the shares freely tradeable on the grant date, rather than buying them on the public market.

How many Chipotle (CMG) shares does Matt Carey hold after this grant?

After the grant, Matt Carey directly holds 66,682 shares of Chipotle common stock. This total reflects his new 6,880-share award under the 2022 Stock Incentive Plan added to his prior holdings, as reported in the Form 4 insider transaction filing.

What period of service does Matt Carey’s Chipotle (CMG) stock grant cover?

The stock grant compensates Matt Carey for serving as a Chipotle director from June 2026 through May 2027. The 6,880 shares were awarded under the company’s 2022 Stock Incentive Plan, aligning his compensation with his upcoming year of board service.

Are Matt Carey’s newly granted Chipotle (CMG) shares restricted?

The filing states the shares are freely tradeable on the grant date. This means Matt Carey is not subject to additional vesting on this specific 6,880-share award, beyond standard insider trading rules and any applicable company policies for directors.