STOCK TITAN
  1. Home
  2. Sec-filings
  3. JMKE
  4. [Form 3] Jersey Mike's Subs Inc. Initial Statement of Beneficial Ownership

Jersey Mike's Subs (JMKE) CPO holds 190K units at $23.35

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Jersey Mike's Subs Inc. (JMKE) reported an initial insider ownership filing for Chief People Officer Betsy Mercado. She is shown as indirectly holding 190,495.1000 Incentive Units of Jersey Mike's HoldCo, LLC, each tied to Class A Common Stock of Jersey Mike's Subs Inc. These Incentive Units function as profit interests with economic characteristics similar to stock appreciation rights, have an exercise price of $23.35 per underlying share, and are held through Jersey Mike's Management Aggregator LLC. Vested Incentive Units convert into Common Units of Jersey Mike's HoldCo, which are exchangeable on a one-for-one basis for shares of Class A Common Stock, and the Incentive Units vest in five equal annual installments beginning on September 29, 2026.

Positive

  • None.

Negative

  • None.
Insider Mercado Betsy
Role Chief People Officer
Type Security Shares Price Value
holding Incentive Units of Jersey Mike's HoldCo, LLC F1, F2, F3 -- -- --
Holdings After Transaction: Incentive Units of Jersey Mike's HoldCo, LLC — 190,495.1 shares (Indirect, See Footnote)
Footnotes (3)
  1. F1. Reflect incentive units of Jersey Mike's HoldCo, LLC ("Incentive Units"), which are "profit interests" having economic characteristics similar to stock appreciation rights. Vested Incentive Units are convertible, at the holder's election, into a number of common units of Jersey Mike's HoldCo, LLC ("Common Units") generally equal to (a) the product of the number of vested Incentive Units to be converted with a given per unit participation threshold and then-current difference between the per unit value of a Common Unit at the time of the conversion (based on the public trading price of a share of Class A common stock ("Class A Common Stock") of Jersey Mike's Subs Inc. (the "Issuer") and the per unit participation threshold of such vested Incentive Units divided by (b) the per unit value of a Common Unit at the time of the conversion (based on the public trading price of a share of Issuer Class A Common Stock), subject to certain adjustments.
  2. F2. Common Units are exchangeable on a one-for-one basis for shares of Issuer Class A Common Stock pursuant to the terms of an exchange agreement, dated as of July 29, 2026. These Incentive Units have no expiration date. Such Incentive Units are held indirectly through Jersey Mike's Management Aggregator LLC.
  3. F3. These Incentive Units vest in five equal annual installments beginning on September 29, 2026.
Underlying Class A Common Shares 190,495.1000 shares Underlying shares tied to Incentive Units reported as indirectly held by Betsy Mercado
Exercise Price $23.35 per share Exercise/conversion price for Incentive Units into underlying Class A Common Stock
Vesting Start Date September 29, 2026 First vesting date for Incentive Units, which vest in five equal annual installments
Vesting Installments 5 annual installments Incentive Units vest in five equal annual installments beginning on September 29, 2026
profit interests financial
"Reflect incentive units ... which are "profit interests" having economic characteristics"
stock appreciation rights financial
"profit interests having economic characteristics similar to stock appreciation rights"
Stock appreciation rights (SARs) are a form of employee compensation that give the holder the right to receive the increase in a company's stock price over a set baseline, paid in cash or shares, without having to buy the stock. For investors, SARs matter because they can create future cash outflows or share dilution and signal how a company rewards and motivates executives — similar to giving a bonus tied directly to how well the company’s stock performs.
Class A Common Stock financial
"based on the public trading price of a share of Class A common stock"
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
exchangeable on a one-for-one basis financial
"Common Units are exchangeable on a one-for-one basis for shares"

FAQ

What insider position did Jersey Mike's Subs Inc. (JMKE) report for Betsy Mercado on this Form 3?
The filing reports that Chief People Officer Betsy Mercado indirectly holds 190,495.1000 Incentive Units of Jersey Mike's HoldCo, LLC, each tied to underlying Class A Common Stock of Jersey Mike's Subs Inc. through Jersey Mike's Management Aggregator LLC.

How many shares could Betsy Mercado’s Incentive Units in JMKE convert into?
The Incentive Units are tied to 190,495.1000 underlying shares of Class A Common Stock. Vested Incentive Units convert into Common Units of Jersey Mike's HoldCo, which are then exchangeable on a one-for-one basis for JMKE Class A common shares.

When do Betsy Mercado’s Incentive Units in Jersey Mike's Subs Inc. (JMKE) vest?
The Incentive Units vest in five equal annual installments beginning on September 29, 2026. This schedule means one-fifth of the units vest each year, increasing the portion that can be converted into Common Units and ultimately JMKE Class A shares.

How are Betsy Mercado’s holdings in JMKE classified in this Form 3?
Her holdings are reported as indirect, held through Jersey Mike's Management Aggregator LLC. The filing explains that the Incentive Units are profit interests in Jersey Mike's HoldCo, LLC, economically similar to stock appreciation rights tied to JMKE Class A common stock.

What does it mean that Common Units are exchangeable one-for-one for JMKE Class A Common Stock?
The filing states that Common Units of Jersey Mike's HoldCo, LLC are exchangeable on a one-for-one basis for shares of JMKE Class A Common Stock. This creates a direct linkage between Incentive Units, Common Units, and publicly traded JMKE shares.

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
Understanding Insider Trading Forms →
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*
Mercado Betsy
(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief People Officer
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)
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
Incentive Units of Jersey Mike's HoldCo, LLC (1)(2)(3) (1)(2)(3)Class A Common Stock190,495.1$23.35(1)(2)ISee Footnote(1)(2)
Explanation of Responses:
1. Reflect incentive units of Jersey Mike's HoldCo, LLC ("Incentive Units"), which are "profit interests" having economic characteristics similar to stock appreciation rights. Vested Incentive Units are convertible, at the holder's election, into a number of common units of Jersey Mike's HoldCo, LLC ("Common Units") generally equal to (a) the product of the number of vested Incentive Units to be converted with a given per unit participation threshold and then-current difference between the per unit value of a Common Unit at the time of the conversion (based on the public trading price of a share of Class A common stock ("Class A Common Stock") of Jersey Mike's Subs Inc. (the "Issuer") and the per unit participation threshold of such vested Incentive Units divided by (b) the per unit value of a Common Unit at the time of the conversion (based on the public trading price of a share of Issuer Class A Common Stock), subject to certain adjustments.
2. Common Units are exchangeable on a one-for-one basis for shares of Issuer Class A Common Stock pursuant to the terms of an exchange agreement, dated as of July 29, 2026. These Incentive Units have no expiration date. Such Incentive Units are held indirectly through Jersey Mike's Management Aggregator LLC.
3. These Incentive Units vest in five equal annual installments beginning on September 29, 2026.
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)

Source: View Original Filing on SEC EDGAR