STOCK TITAN

Jersey Mike's (JMKE) director holds units with no-expiry swap into Class A

(Neutral)
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Jersey Mike's Subs Inc. (JMKE) reported initial insider holdings for director Peter Cancro. He indirectly holds 29,619,456 Common Units of Jersey Mike's HoldCo, LLC (and related 29,619,456 shares of Class B Common Stock) and additional positions through trusts totaling 655,288 Common Units and 655,288 shares of Class B Common Stock. Related Class A Common Stock is also held indirectly, including 70,516 shares via Original 56ers, Inc. and 1,556 shares via trusts. Class B shares carry one vote per share but no economic value, and each Common Unit is exchangeable on a one-for-one basis into Class A Common Stock under an exchange agreement whose rights do not expire.

Positive

  • None.

Negative

  • None.
Insider Cancro Peter
Role Director
Type Security Shares Price Value
holding Common Units of Jersey Mike's HoldCo, LLC F4, F1 -- -- --
holding Common Units of Jersey Mike's HoldCo, LLC F4, F2 -- -- --
holding Class A Common Stock F1 -- -- --
holding Class A Common Stock F2 -- -- --
holding Class B Common Stock F3, F1 -- -- --
holding Class B Common Stock F3, F2 -- -- --
Holdings After Transaction: Common Units of Jersey Mike's HoldCo, LLC — 29,619,456 shares (Indirect, By Original 56ers, Inc); Common Units of Jersey Mike's HoldCo, LLC — 655,288 shares (Indirect, By Trusts); Class A Common Stock — 70,516 shares (Indirect, By Original 56ers, Inc.); Class A Common Stock — 1,556 shares (Indirect, By Trusts); Class B Common Stock — 29,619,456 shares (Indirect, By Original 56ers, Inc.); Class B Common Stock — 655,288 shares (Indirect, By Trusts)
Footnotes (4)
  1. F1. Reflects securities held directly by Original 56ers, Inc. over which the Reporting Person has investment and voting power.
  2. F2. Reflects securities directly held by trusts for which the Reporting Person has investment and voting power over the securities held by such trusts.
  3. F3. Shares of Jersey Mike's Subs Inc. (the "Issuer") Class B common stock ("Class B Common Stock") have no economic value and have one vote per share. One share of Class B Common Stock is issued for each common unit of Jersey Mike's HoldCo, LLC ("Common Units") held. Upon an exchange of Common Units for shares of the Issuer's Class A common stock ("Class A Common Stock"), an equivalent number of shares of Class B Common Stock held by such holder will be automatically cancelled.
  4. F4. Pursuant to the terms of an exchange agreement, dated as of July 29, 2026 (the "Exchange Agreement"), holders have the right to exchange their Common Units for shares of Class A Common Stock on a one-for-one basis, subject to customary conversion rate adjustments for stock splits, stock dividends and reclassifications. These exchange rights do not expire.
Common Units via Original 56ers, Inc. 29,619,456 units Indirect holdings of Common Units of Jersey Mike's HoldCo, LLC
Common Units via trusts 655,288 units Indirect holdings of Common Units through trusts
Class B Common Stock via Original 56ers, Inc. 29,619,456 shares Indirect holdings of JMKE Class B Common Stock
Class B Common Stock via trusts 655,288 shares Indirect holdings of JMKE Class B Common Stock
Class A Common Stock via Original 56ers, Inc. 70,516 shares Indirect Class A Common Stock holdings
Class A Common Stock via trusts 1,556 shares Indirect Class A Common Stock holdings
Common Units financial
"Common Units of Jersey Mike's HoldCo, LLC"
Common units are the basic ownership stakes in a company, limited partnership, or trust that function like common stock: they give holders a claim on profits and often voting rights. Think of them as the ordinary seats at a table—the most directly affected by the business’s success or failure, so they typically offer higher upside but carry greater risk than preferred claims or creditors, which matters to investors evaluating potential return and safety.
Class B Common Stock financial
"Shares of Jersey Mike's Subs Inc. Class B common stock have no economic value"
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
exchange agreement financial
"Pursuant to the terms of an exchange agreement, dated as of July 29, 2026"
A written deal in which two parties agree to swap assets, securities or obligations under set terms—think of it as a formal swap or trade contract. For investors it matters because such agreements can change who owns what, alter a company’s capital structure, affect future cash flows or dilute existing shares, and therefore influence value and risk in a straightforward, contract-driven way.
investment and voting power financial
"over which the Reporting Person has investment and voting power"

FAQ

What does Peter Cancro report owning in JMKE on this Form 3?

Peter Cancro reports indirect holdings of Common Units and corresponding Class B Common Stock, plus some Class A Common Stock, all held through Original 56ers, Inc. and various trusts over which he has investment and voting power.

How many Common Units linked to JMKE does Peter Cancro indirectly hold?

He indirectly holds 29,619,456 Common Units via Original 56ers, Inc. and 655,288 Common Units via trusts. Each Common Unit is exchangeable for one share of Jersey Mike's Subs Inc. Class A Common Stock under an exchange agreement.

What are the rights of JMKE Class B Common Stock reported in this filing?

JMKE Class B Common Stock has no economic value and carries one vote per share. One Class B share is issued for each Common Unit, and the Class B shares are automatically cancelled when the related Common Units are exchanged for Class A stock.

How many JMKE Class A shares are tied to Peter Cancro’s reported positions?

The filing links 29,619,456 and 655,288 underlying Class A shares to Common Units, plus indirect holdings of 70,516 Class A shares via Original 56ers, Inc. and 1,556 Class A shares via trusts.

Were there any JMKE insider buy or sell transactions in this Form 3?

No buy or sell transactions are reported. The Form 3 only lists initial ownership positions for Peter Cancro as a director of JMKE, showing indirect holdings through affiliated entities and trusts, without recording new acquisitions or dispositions.

Do the exchange rights on JMKE Common Units expire?

According to the exchange agreement, holders have the right to exchange Common Units for Class A Common Stock on a one-for-one basis. The filing states that these exchange rights do not expire, subject to customary conversion adjustments.

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

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Learn about SEC filing dates
SEC Form 3
FORM 3UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
Cancro Peter

(Last)(First)(Middle)
C/O JERSEY MIKE'S SUBS INC.
1 COMMVAULT WAY, SUITE 300

(Street)
TINTON FALLS NEW JERSEY 07724

(City)(State)(Zip)

UNITED STATES

(Country)
2. Date of Event Requiring Statement (Month/Day/Year)
07/30/2026
3. Issuer Name and Ticker or Trading Symbol
Jersey Mike's Subs Inc. [ JMKE ]
3a. Foreign Trading Symbol
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock70,516IBy Original 56ers, Inc.(1)
Class A Common Stock1,556IBy Trusts(2)
Class B Common Stock29,619,456(3)IBy Original 56ers, Inc.(1)
Class B Common Stock655,288(3)IBy Trusts(2)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year)3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Common Units of Jersey Mike's HoldCo, LLC (4) (4)Class A Common Stock29,619,456(4)IBy Original 56ers, Inc(1)
Common Units of Jersey Mike's HoldCo, LLC (4) (4)Class A Common Stock655,288(4)IBy Trusts(2)
Explanation of Responses:
1. Reflects securities held directly by Original 56ers, Inc. over which the Reporting Person has investment and voting power.
2. Reflects securities directly held by trusts for which the Reporting Person has investment and voting power over the securities held by such trusts.
3. Shares of Jersey Mike's Subs Inc. (the "Issuer") Class B common stock ("Class B Common Stock") have no economic value and have one vote per share. One share of Class B Common Stock is issued for each common unit of Jersey Mike's HoldCo, LLC ("Common Units") held. Upon an exchange of Common Units for shares of the Issuer's Class A common stock ("Class A Common Stock"), an equivalent number of shares of Class B Common Stock held by such holder will be automatically cancelled.
4. Pursuant to the terms of an exchange agreement, dated as of July 29, 2026 (the "Exchange Agreement"), holders have the right to exchange their Common Units for shares of Class A Common Stock on a one-for-one basis, subject to customary conversion rate adjustments for stock splits, stock dividends and reclassifications. These exchange rights do not expire.
Remarks:
Exhibit 24 - Power of Attorney.
/s/ Erin Conway, Attorney-in-Fact07/30/2026
** 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 5 (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 3: SEC 1473 (03-26)