[Form 4] Wingstop Inc Insider Trading Activity

Rhea-AI Filing Summary

Wingstop Inc. (WING) – Form 4 insider activity

SVP & Chief US Franchise & Development Operations Marisa Carona reported multiple transactions on 01-Aug-2025. Two employee stock option exercises converted 1,204 shares (485 @ $125.11 and 719 @ $140.94) into common stock. On the same day Carona sold 11,938 shares in two blocks: 1,401 shares at a weighted-average $372.89 and 10,537 shares at $370.00. Following the sales her directly-held common stock position fell to 0 shares while 719 vested options remain outstanding.

The option strike prices were reduced from their original levels to reflect special dividends previously paid. The option grants were issued under the 2015 Omnibus Incentive Compensation Plan and vest in three equal annual tranches that began on the first anniversaries of their 2021 and 2022 grant dates.

No other equity transactions, derivative positions, or indirect holdings were reported.

Positive

• Option strike prices reduced to account for special dividends, modestly improving the value of remaining equity incentives.

Negative

• Officer sold 11,938 shares (~$4.4 m), eliminating direct share ownership—can be seen as a bearish insider signal.
• Residual exposure limited to only 719 vested options, reducing long-term alignment with shareholders.

Insights

Securities Analyst

TL;DR: Officer exercised options then liquidated entire direct stake; signal skews negative despite modest remaining options.

The combined sale of nearly 12k shares (~$4.4 m gross proceeds) and the resulting zero direct ownership weaken perceived insider alignment and can be interpreted as a lack-of-confidence signal. Although option exercises are routine, the immediate disposition of the shares—especially the 10,537-share block—suggests monetisation rather than portfolio diversification. The options’ strike reductions merely adjust for special dividends and are not an incremental incentive. With only 719 vested options outstanding, future upside exposure is limited. Market impact is modest given WING’s >30 m share float, yet sentiment among governance-focused investors may tilt bearish.

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^*

Carona Marisa

(Last) (First) (Middle)

C/O WINGSTOP INC.

2801 N CENTRAL EXPRESSWAY, SUITE 1600

(Street)

DALLAS TX 75204

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Wingstop Inc. [ WING ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP & Chief US Fran & Dev Ops

3. Date of Earliest Transaction (Month/Day/Year)
08/01/2025

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
Common Stock, par value $0.01 per share	08/01/2025		M		485	A	$125.11	11,132	D
Common Stock, par value $0.01 per share	08/01/2025		M		719	A	$140.94	11,851	D
Common Stock, par value $0.01 per share	08/01/2025		S		1,401	D	$372.8903(1)	10,450	D
Common Stock, par value $0.01 per share	08/01/2025		S		10,537	D	$370	0(2)	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
Employee Stock Option (right to buy)	$125.11(3)	08/01/2025		M			485	(4)	03/03/2031	Common Stock, par value $0.01 per share	485	$0	0	D
Employee Stock Option (right to buy)	$140.94(5)	08/01/2025		M			719	(6)	03/02/2032	Common Stock, par value $0.01 per share	719	$0	719	D

Explanation of Responses:

1. The shares were sold in multiple transactions at prices ranging from $372.22 to $373.00. The price reported above reflects the weighted-average price. The reporting person undertakes to provide to the staff of the Securities and Exchange Commission, the Issuer, or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.

2. Includes 87 shares of common stock acquired under the Issuer's Employee Stock Purchase Plan on June 26, 2025.

3. The exercise price of this stock option was originally $129.11 per share but was reduced to $125.11 per share to reflect the impact of special dividends paid to our stockholders.

4. On March 3, 2021, the Reporting Person was granted an option to purchase 1,453 shares of common stock pursuant to the Wingstop Inc. 2015 Omnibus Incentive Compensation Plan ("the Plan"). The option vests and becomes exercisable in three equal annual installments beginning on the first anniversary of the date of grant.

5. The exercise price of this stock option was originally $144.94 per share but was reduced to $140.94 per share to reflect the impact of special dividends paid to our stockholders.

6. On March 22, 2022, the Reporting Person was granted an option to purchase 2,157 shares of common stock pursuant to the Plan. The option vests and becomes exercisable in three equal annual installments beginning on the first anniversary of the date of grant.

Remarks:

	/s/ Albert G. McGrath by Power of Attorney	08/01/2025
	** 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 Wingstop (WING) shares did the insider sell?

Marisa Carona sold 11,938 shares of common stock on 01-Aug-2025.

At what prices were the Wingstop shares sold?

Shares were sold at a weighted-average $372.89 (1,401 shares) and $370.00 (10,537 shares).

Did the insider retain any Wingstop shares after the transactions?

No; direct common stock holdings dropped to 0 shares post-sale.

What options did the insider exercise?

Carona exercised 485 options at $125.11 (2021 grant) and 719 options at $140.94 (2022 grant).

How many options does the insider still hold?

She retains 719 vested options with a $140.94 strike price expiring 02-Mar-2032.