Jersey Mike's Subs (JMKE) CPO reports stock buys and 190,495-unit award
Rhea-AI Filing Summary
Jersey Mike's Subs Inc. officer Betsy Mercado, Chief People Officer, reported open-market purchases of 800 shares of Class A Common Stock at $23.00 per share on July 31, 2026, held directly. On the same date, an additional 3,265 shares were purchased at $23.00 per share and are held indirectly through a significant other under a directed share program tied to the initial public offering, with beneficial ownership disclaimed except for any pecuniary interest. On July 30, 2026, Mercado also reported an indirect grant of 190,495.1 Incentive Units of Jersey Mike's HoldCo, LLC, which are profit-interest awards economically similar to stock appreciation rights, convertible into an equal number of HoldCo Common Units and ultimately exchangeable on a one-for-one basis into Class A Common Stock under a July 29, 2026 exchange agreement; these Incentive Units vest in five equal annual installments beginning September 29, 2026 and have no expiration date.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Buyer: 4,065 shares
Net Buy
3 txns
Insider
Mercado Betsy
Role
Chief People Officer
Bought
4,065 shs ($93K)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Purchase | Class A Common Stock F1 | 800 | $23.00 | $18K |
| Purchase | Class A Common Stock F1, F6 | 3,265 | $23.00 | $75K |
| Grant/Award | Incentive Units of Jersey Mike's HoldCo, LLC F2, F3, F4, F5 | 190,495.1 | -- | -- |
Holdings After Transaction:
Incentive Units of Jersey Mike's HoldCo, LLC — 190,495.1 shares (Indirect, See Footnotes);
Class A Common Stock — 800 shares (Direct);
Class A Common Stock — 3,265 shares (Indirect, By Significant Other)
Footnotes (6)
- F1. Reflects shares of Class A common stock ("Class A Common Stock") of Jersey Mike's Subs Inc. (the "Issuer") purchased pursuant to a directed share program in connection with the Issuer's initial public offering.
- F2. 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 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.
- F3. 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.
- F4. These securities were acquired in connection with the reclassification of the interests of Mike's HoldCo, LLC prior to the Issuer's initial public offering (as more fully described in the Registration Statement on Form S-1). These securities were previously reported on the Reporting Person's Form 3 filed on July 30, 2026.
- F5. These Incentive Units vest in five equal annual installments beginning on September 29, 2026.
- F6. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of their pecuniary interest therein.
Key Figures
Direct shares purchased: 800 shares
Indirect shares purchased: 3,265 shares
Purchase price: $23.00 per share
+4 more
7 metrics
Direct shares purchased
800 shares
Class A Common Stock bought on July 31, 2026 at $23.00 per share
Indirect shares purchased
3,265 shares
Class A Common Stock bought via significant other on July 31, 2026 at $23.00
Purchase price
$23.00 per share
Price for both direct and indirect Class A Common Stock purchases
Incentive Units granted
190,495.1 units
Incentive Units of Jersey Mike's HoldCo, LLC granted July 30, 2026
Conversion or exercise price
$23.35
Per-unit participation threshold reference for Incentive Units
Vesting schedule
5 equal annual installments
Incentive Units vest beginning on September 29, 2026
Underlying Class A shares
190,495.1 shares
Class A Common Stock underlying the Incentive Units on a one-for-one basis
Key Terms
directed share program, profit interests, stock appreciation rights, per unit participation threshold, +1 more
5 terms
profit interests financial
"Incentive Units, which are "profit interests" having economic characteristics similar"
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.
per unit participation threshold financial
"difference between the per unit value of a Common Unit at the time of the conversion"
exchange agreement financial
"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"
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.
FAQ
What derivative grant did Jersey Mike's Subs (JMKE) report for Betsy Mercado?
Mercado received 190,495.1 Incentive Units of Jersey Mike's HoldCo, LLC on July 30, 2026. These profit-interest units are economically similar to stock appreciation rights and are ultimately exchangeable into 190,495.1 JMKE Class A shares.
How do Betsy Mercado’s Incentive Units relate to JMKE Class A Common Stock?
The 190,495.1 Incentive Units are convertible into HoldCo Common Units, which are exchangeable one-for-one into JMKE Class A Common Stock under a July 29, 2026 exchange agreement.
What is the vesting schedule of Betsy Mercado’s Incentive Units at Jersey Mike's Subs (JMKE)?
The 190,495.1 Incentive Units vest in five equal annual installments, beginning on September 29, 2026. The units have no expiration date, according to the disclosure footnotes.
Were Betsy Mercado’s JMKE trades under a Rule 10b5-1 plan?
The Rule 10b5-1 checkbox was not marked as being under a plan (aff_10b5_one is false), and the footnotes do not indicate a trading plan, suggesting discretionary transactions.
AI-generated analysis. How Rhea-AI works. Not financial advice.
