[144] Shake Shack Inc. SEC Filing

Rhea-AI Filing Summary

Shake Shack Inc. (SHAK) has received a Form 144 notice indicating that insider Katherine Fogertey plans to sell 4,695 Class A common shares through Goldman Sachs & Co. LLC. The planned transaction, valued at approximately $659,224.95, represents roughly 0.012 % of the company’s 40.22 million shares outstanding and is expected to occur on or after 07 Jul 2025 on the NYSE.

The shares to be sold were acquired as compensation awards: 1,702 shares from performance awards (15 Nov 2021) and 2,993 shares from restricted-stock units (01 Mar 2022). Rule 144 disclosure shows no cash outlay because the stock was granted as part of employment compensation.

Fogertey has already sold 4,698 shares during the past three months across three transactions (13 Jun 2025, 12 Jun 2025, 13 May 2025) for combined gross proceeds of $595,232. Including the proposed sale, total recent dispositions amount to approximately 9,393 shares.

The filing signals continued insider monetization but involves a small fraction of outstanding equity, suggesting minimal direct market impact. Investors may nevertheless view the ongoing sales as a sentiment indicator, especially because they follow recent transactions of similar size.

Positive

• None.

Negative

• Insider intends to sell 4,695 shares worth roughly $659K after disposing of 4,698 shares in the prior three months, potentially signaling cautious insider sentiment.
• Ongoing insider sales may pressure market perception despite representing only 0.012 % of shares outstanding.

Insights

Equity Analyst

TL;DR: Small insider sale signals continued monetization but negligible dilution; sentiment effect likely modest.

The proposed 4,695-share sale is just 0.012 % of Shake Shack’s float, so supply pressure should be immaterial. However, repeated sales within three months (now totalling 9,393 shares) may raise questions about insider expectations ahead of upcoming events. Because shares were earned via compensation plans, the filing appears routine and may be covered by a 10b5-1 program. Overall impact on valuation is neutral; watch for further insider filings for trend confirmation.

Corporate Governance Analyst

TL;DR: Continued insider selling could weigh on perception of management confidence despite minor share count impact.

Rule 144 notices maintain transparency, and the brokered sale via Goldman Sachs follows best-practice disclosure. Nevertheless, investors often interpret sustained insider selling as a soft negative for governance optics, especially when not accompanied by offsetting insider purchases. Because the proposed transaction size is small relative to the float and arises from equity compensation, I classify overall governance impact as low but leaning negative on sentiment.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Class A Common Stock	Goldman Sachs & Co. LLC 200 West Street New York NY 10282	4695	659224.95	40221863	07/07/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Class A Common Stock	11/15/2021	Acquired as compensation -- Performance Awards	Issuer			1702	11/15/2021	Compensation
Class A Common Stock	03/01/2022	Acquired as compensation -- Restricted Stock Units	Issuer			1490	03/01/2022	Compensation
Class A Common Stock	03/01/2022	Acquired as compensation -- Restricted Stock Units	Issuer			1503	03/01/2022	Compensation

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Katherine Fogertey 225 Varick Street Suite 301 New York NY 10014	Class A Common Stock	06/13/2025	562	70161.15
Katherine Fogertey 225 Varick Street Suite 301 New York NY 10014	Class A Common Stock	06/12/2025	3956	504362.7
Katherine Fogertey 225 Varick Street Suite 301 New York NY 10014	Class A Common Stock	05/13/2025	180	20708.1

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

How many Shake Shack (SHAK) shares are proposed for sale in this Form 144?

The filing covers 4,695 Class A common shares.

What is the approximate market value of the proposed SHAK insider sale?

The shares are valued at about $659,224.95.

When is the anticipated sale date for the SHAK shares?

The approximate sale date is 07 July 2025.

Which broker will execute the insider sale for Shake Shack?

Goldman Sachs & Co. LLC, 200 West Street, New York, NY 10282, is listed as broker.

How many SHAK shares has the seller already sold in the last three months?

She sold 4,698 shares between 13 May 2025 and 13 Jun 2025 for gross proceeds of $595,232.

How significant is the proposed sale relative to Shake Shack’s shares outstanding?

It represents only 0.012 % of the company’s 40.22 million outstanding shares.

What was the source of the shares being sold?

They were equity compensation awards (performance awards and RSUs) granted in 2021–2022.