false
0001620533
0001620533
2026-03-03
2026-03-03
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 OR 15(d) of The Securities Exchange Act of 1934
March 3, 2026
Date
of Report (Date of earliest event reported)

SHAKE
SHACK INC.
(Exact
name of registrant as specified in its charter)
| Delaware |
001-36823 |
47-1941186 |
(State
or other jurisdiction of
incorporation
or organization)
|
(Commission
File
Number) |
(IRS
Employer
Identification
No.) |
| |
225
Varick Street, Suite 301
New
York, New York |
10014 |
| |
(Address
of principal executive offices) |
(Zip
Code) |
(646)
747-7200
(Registrant's
telephone number, including area code)
Not applicable
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
| ¨ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act
Title of each class
|
Trading symbol(s)
|
Name of each exchange on which registered |
| Class A Common Stock, par value $0.001 |
SHAK |
New
York Stock Exchange |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR
§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging
growth company ¨
If an
emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 5.02 Departure
of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On March 3, 2026, after more
than nine years of service, Joshua Silverman informed the Board of Directors (the “Board”) of Shake Shack Inc. (the “Company”)
of his intention to step down from the Board of the Company and as a Class II director, effective May 1, 2026. Mr. Silverman also will
step down as a member of the Board’s Audit and Nominating and Corporate Governance Committees at the same time.
With Mr. Silverman’s
resignation from the Board, the Board has determined to reduce the size of the Board from nine (9) directors to eight (8) directors, effective
May 1, 2026.
Following the departure of
Mr. Silverman from the Board, the Board will consist of three Class I directors, two Class II directors, and three Class III directors.
Mr. Silverman’s decision
to step down from the Board is not the result of any dispute or disagreement with the Company or its Board.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| |
Shake Shack Inc. |
| |
(Registrant) |
| |
|
| Dated: March 9, 2026 |
By: |
/s/ Ronald Palmese, Jr. |
| |
|
Ronald Palmese, Jr. |
| |
|
Chief Legal Officer |