Shake Shack (SHAK) CEO receives new RSU grant as shares withheld for taxes

Filing Impact

(High)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Shake Shack Inc. reported that Chief Executive Officer Robert Lynch received a grant of 26,685 restricted stock units tied to its Class A common stock on March 1, 2026 under the 2025 Incentive Award Plan. These units vest in three equal installments on March 1, 2027, March 1, 2028, and March 1, 2029.

On the same date, 1,933 shares of Class A stock were disposed of to cover tax withholding upon the vesting of restricted stock units previously granted on March 1, 2025. After these award and tax-withholding transactions, Lynch directly held 72,845 shares of Class A common stock.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Lynch Robert

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	26,685	$0.00	--
Tax Withholding	Class A Common Stock	1,933	$96.01	$186K

Holdings After Transaction: Class A Common Stock — 74,778 shares (Direct)

Footnotes (1)

Represents shares of Class A common stock ("Class A Stock") of Shake Shack Inc. (the "Issuer") underlying restricted stock units acquired by Mr. Lynch. On March 1, 2026, pursuant to the Issuer's 2025 Incentive Award Plan, Mr. Lynch was awarded restricted stock units representing the right to receive Class A Stock of the Issuer. The restricted stock units representing the right to receive Class A Stock of the Issuer vest in 3 equal installments on each of March 1, 2027, March 1, 2028, and March 1, 2029. Represents shares of Class A Stock of the Issuer withheld for taxes upon the vesting of restricted stock units that were previously acquired by Mr. Lynch on March 1, 2025 pursuant to the Issuer's 2025 Incentive Award Plan. The restricted stock units representing the right to receive Class A Stock of the Issuer vest in 3 equal installments on each of March 1, 2026, March 1, 2027, and March 1, 2028.

Form 4 Insider Transactions: What Each Field Means →

03/03/2026 - 07:54 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Lynch Robert

(Last)

(First)

(Middle)

C/O SHAKE SHACK INC.

225 VARICK STREET, SUITE 301

(Street)

NEW YORK

10014

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Shake Shack Inc. [ SHAK ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	03/01/2026		A		26,685⁽¹⁾	A	$0	74,778	D
Class A Common Stock	03/01/2026		F		1,933⁽²⁾	D	$96.01	72,845	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents shares of Class A common stock ("Class A Stock") of Shake Shack Inc. (the "Issuer") underlying restricted stock units acquired by Mr. Lynch. On March 1, 2026, pursuant to the Issuer's 2025 Incentive Award Plan, Mr. Lynch was awarded restricted stock units representing the right to receive Class A Stock of the Issuer. The restricted stock units representing the right to receive Class A Stock of the Issuer vest in 3 equal installments on each of March 1, 2027, March 1, 2028, and March 1, 2029.

2. Represents shares of Class A Stock of the Issuer withheld for taxes upon the vesting of restricted stock units that were previously acquired by Mr. Lynch on March 1, 2025 pursuant to the Issuer's 2025 Incentive Award Plan. The restricted stock units representing the right to receive Class A Stock of the Issuer vest in 3 equal installments on each of March 1, 2026, March 1, 2027, and March 1, 2028.

	/s/ Ronald Palmese, Jr., Esq., Attorney-in-Fact for Robert Lynch	03/03/2026
	** Signature of Reporting Person	Date
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 4 (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).
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Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Shake Shack (SHAK) disclose for Robert Lynch?

Shake Shack disclosed that CEO Robert Lynch received 26,685 restricted stock units on March 1, 2026, and had 1,933 shares of Class A stock withheld to cover taxes on previously granted units that vested the same day.

How many Shake Shack (SHAK) shares does CEO Robert Lynch own after this Form 4?

After the March 1, 2026 transactions, Robert Lynch directly held 72,845 shares of Shake Shack Class A common stock. This balance reflects both the new restricted stock unit award and the shares withheld to satisfy related tax obligations.

What are the vesting terms of Robert Lynch’s new Shake Shack (SHAK) restricted stock units?

Robert Lynch’s 26,685 restricted stock units vest in three equal installments. The vesting dates are March 1, 2027, March 1, 2028, and March 1, 2029, under Shake Shack’s 2025 Incentive Award Plan for long-term executive compensation.

Why were 1,933 Shake Shack (SHAK) shares disposed of in Robert Lynch’s Form 4?

The 1,933 disposed shares were withheld to cover taxes when earlier restricted stock units, granted on March 1, 2025, vested. This tax-withholding disposition is not an open-market sale; it settles Lynch’s tax liability on those vesting shares.

What compensation plan governs Robert Lynch’s Shake Shack (SHAK) equity awards?

Robert Lynch’s equity awards are granted under Shake Shack’s 2025 Incentive Award Plan. This plan provides restricted stock units that convert into Class A common shares over time, aligning executive compensation with longer-term company performance and share ownership.

Are Robert Lynch’s Shake Shack (SHAK) Form 4 transactions open-market buys or sells?

The reported transactions are not open-market buys or sells. One entry reflects a grant of restricted stock units at no cash price, while the other records shares withheld by the company to cover associated tax obligations on vesting awards.