Chipotle (CMG) accounting chief trims stake in August sale

Rhea-AI Filing Summary

CHIPOTLE MEXICAN GRILL INC (CMG) reported that officer Matthew R. Bush, its Controller and Principal Accounting Officer, sold 2,675 shares of common stock on August 21, 2026 in an open-market or private transaction at $35.75 per share. After this sale, he directly holds 21,415 shares, which include 284 shares acquired through Chipotle's Employee Stock Purchase Plan in transactions exempt under Rule 16b-3(c).

Insider Trade Summary

Net Seller: 2,675 shares

Net Sell 1 txn

Insider Bush Matthew R

Role Controller, PAO

Sold 2,675 shs ($96K)

Type	Security	Shares	Price	Value
Sale	common stock F1	2,675	$35.75	$96K

Holdings After Transaction: common stock — 21,415 shares (Direct)

Footnotes (1)

1. F1. Includes 284 shares acquired under Chipotle's Employee Stock Purchase Plan in transactions that were exempt under Rule 16b-3(c).

Key Figures

Shares sold: 2,675 shares of common stock Sale price per share: $35.75 per share Shares owned after transaction: 21,415 shares +1 more

4 metrics

Shares sold 2,675 shares of common stock Sale by Matthew R. Bush on August 21, 2026

Sale price per share $35.75 per share Price for the 2,675 shares sold on August 21, 2026

Shares owned after transaction 21,415 shares Direct holdings of Matthew R. Bush following the sale

ESPP shares included in holdings 284 shares Portion of post-transaction holdings acquired under Employee Stock Purchase Plan

Key Terms

Employee Stock Purchase Plan, Rule 16b-3(c), Sale in open market or private transaction

3 terms

Employee Stock Purchase Plan financial

"Includes 284 shares acquired under Chipotle's Employee Stock Purchase Plan in"

An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.

Rule 16b-3(c) regulatory

"acquired under Chipotle's Employee Stock Purchase Plan in transactions that were exempt under Rule 16b-3(c)."

An SEC rule that lets corporate insiders avoid automatic "short‑swing" profit recovery when they buy or sell their company’s stock under a pre‑approved, written plan that meets specific conditions. For investors, it matters because it clarifies when insider trades are treated as routine, reducing legal uncertainty and helping distinguish trades made for ordinary compensation or pre‑planned reasons from those that might signal opportunistic or timely insider advantage.

Sale in open market or private transaction financial

"transaction_code_description": "Sale in open market or private transaction""

FAQ

What insider transaction did CMG report for Matthew R. Bush?

CMG reported that Matthew R. Bush, Controller and PAO, sold 2,675 shares of Chipotle common stock on August 21, 2026 in a sale classified as an open-market or private transaction at $35.75 per share.

How many CMG shares does Matthew R. Bush hold after this transaction?

After the reported sale, Matthew R. Bush holds 21,415 shares of CMG common stock directly. This total includes 284 shares acquired through Chipotle's Employee Stock Purchase Plan under transactions exempt from Section 16(b) under Rule 16b-3(c).

At what price were the CMG shares sold in this Form 4 filing?

The reported sale of CMG common stock by Matthew R. Bush on August 21, 2026 was executed at a price of $35.75 per share, based on the per-share transaction price disclosed in the filing for the 2,675 shares sold.

Was the CMG insider sale made under a Rule 10b5-1 trading plan?

The filing’s Rule 10b5-1 checkbox is not marked as affirmatively under a plan, and no footnote indicates a trading plan. The transaction is reported simply as a sale in an open-market or private transaction without 10b5-1 plan disclosure.

What does the footnote about the 284 CMG shares indicate?

The footnote states that the 21,415-share post-transaction holding includes 284 shares acquired under Chipotle's Employee Stock Purchase Plan in transactions that were exempt under Rule 16b-3(c), which relates to certain insider transactions exempt from Section 16(b) short-swing profit rules.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/24/2026 - 08:57 PM Accepted by SEC EDGAR 08/24/2026 - 08:57 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED 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^*

Bush Matthew R

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Controller, PAO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/21/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
common stock	08/21/2026		S		2,675	D	$35.75	21,415(1)	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Includes 284 shares acquired under Chipotle's Employee Stock Purchase Plan in transactions that were exempt under Rule 16b-3(c).

	/s/ Lauren Assaf-Holmes, pursuant to power of attorney filed herewith	08/24/2026
	** Signature of Reporting Person	Date
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)