Shake Shack Insider Filing: CFO Trims Stake, Keeps 32,495 Shares

Rhea-AI Filing Summary

Shake Shack Inc. (SHAK) – Form 4 insider transaction

Chief Financial Officer Katherine Fogertey reported the sale of 2,693 Class A common shares on 7 July and 8 July 2025 under a Rule 10b5-1 trading plan adopted on 11 March 2025. The weighted-average sale prices ranged from $140.03 to $142.03 per share, generating gross proceeds of roughly $0.38 million. Following the transactions, Fogertey continues to own 32,495 shares directly. No derivative security activity was reported.

The filing reflects routine portfolio diversification by a senior executive rather than a change in company fundamentals. Nevertheless, investors often monitor insider sales—especially by financial officers—for potential sentiment signals. The continued sizable holding and pre-planned nature of the trades temper negative interpretation.

Positive

• Pre-planned 10b5-1 trading plan reduces perception of opportunistic insider selling.
• CFO retains 32,495 shares, maintaining meaningful equity alignment with shareholders.

Negative

• Sale of 2,693 shares (~8% of prior holdings) by the company’s CFO may be interpreted as a mild bearish signal.
• All reported transactions were sales; no purchases or option exercises to offset the reduction.

Insights

Senior Securities Analyst

TL;DR: CFO sold 2,693 SHAK shares (~8% stake) via 10b5-1 plan; signal modestly negative but not alarming.

The Form 4 shows the CFO reduced her direct holdings from 35,188 to 32,495 shares, realising about $380k at an average ~$141. The use of a pre-established 10b5-1 plan suggests the trades were scheduled, mitigating concerns of opportunistic selling. Still, any sale by a finance chief can be construed as a mild negative sentiment indicator, particularly when occurring over consecutive days. The remaining stake affirms ongoing alignment with shareholders. Impact on valuation is likely limited; trading volumes involved are immaterial relative to SHAK’s float. Overall classification: neutral-to-slightly negative.

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).

X

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^*

Fogertey Katherine Irene

(Last) (First) (Middle)

C/O SHAKE SHACK INC.

225 VARICK STREET, SUITE 301

(Street)

NEW YORK NY 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)

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

3. Date of Earliest Transaction (Month/Day/Year)
07/07/2025

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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	07/07/2025		S		692(1)	D	$140.3976(2)	34,496	D
Class A Common Stock	07/07/2025		S		1,243(1)	D	$141.7171(3)	33,253	D
Class A Common Stock	07/07/2025		S		88(1)	D	$142.0255(4)	33,165	D
Class A Common Stock	07/08/2025		S		670(1)	D	$140.0253(5)	32,495	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan entered into on March 11, 2025.

2. The transaction was executed in multiple trades at prices ranging from $140.00 to $140.9999. The price reported above reflects the weighted average sales price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, Shake Shake Inc. (the "Issuer") or a security holder of the Issuer full information regarding the number of shares and prices at which the transactions in footnotes (2) though (5) were effected.

3. The transaction was executed in multiple trades at prices ranging from $141.00 to $141.9999. The price reported above reflects the weighted average sales price.

4. The transaction was executed in multiple trades at prices ranging from $142.00 to $142.9999. The price reported above reflects the weighted average sales price.

5. The transaction was executed in multiple trades at prices ranging from $140.00 to $140.9999. The price reported above reflects the weighted average sales price.

	/s/ Ronald Palmese, Jr. Esq. - Attorney-in-fact for Katherine Fogertey	07/09/2025
	** 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).
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.

FAQ

How many Shake Shack (SHAK) shares did the CFO sell?

Katherine Fogertey sold 2,693 Class A common shares across 7–8 July 2025.

What was the average sale price of the SHAK shares?

Weighted-average prices ranged between $140.03 and $142.03 per share.

Does the CFO still hold Shake Shack stock after the sale?

Yes. She continues to own 32,495 shares directly.

Were the insider sales executed under a 10b5-1 plan?

Yes. The transactions were made pursuant to a Rule 10b5-1 plan adopted on 11 March 2025.

Did the filing report any derivative security transactions?

No derivative securities were acquired or disposed of in this Form 4.

What is the potential impact of this insider sale on SHAK stock?

Given the small volume relative to float and pre-planned nature, the impact is expected to be limited.