WING Form 4: CEO Skipworth trims 9.5% stake, keeps major holding

Rhea-AI Filing Summary

Wingstop Inc. (WING) President & CEO Michael Skipworth filed a Form 4 disclosing an open-market sale of 4,500 common shares on 08/01/2025, coded “S”. The weighted-average price was $370.34 (range: $369.8686-$370.4262), generating roughly $1.67 million in proceeds.

After the transaction, Skipworth directly owns 42,777 shares, including 87 shares purchased via the 06/26/2025 Employee Stock Purchase Plan. The sale equals about 9.5 % of his previous 47,277-share stake. Table II shows no derivative activity, indicating no option exercises or new derivative positions.

The Rule 10b5-1 checkbox is not marked, suggesting the trade was discretionary. While the disposal trims the CEO’s exposure, he retains a sizable holding that continues to align his interests with shareholders.

Positive

• CEO retains 42,777 shares, maintaining substantial insider alignment with shareholders.
• No derivative transactions or complex instruments disclosed, simplifying ownership structure and reducing potential dilution risk.

Negative

• Discretionary sale of 4,500 shares worth ~$1.67 M may raise questions about timing and executive confidence.
• Approx. 9.5 % reduction in CEO’s stake, although still within normal diversification ranges.

Insights

Securities Analyst

TL;DR – Modest insider sale; neutral overall impact.

The 4,500-share sale represents under 10 % of Skipworth’s direct stake and less than one day of WING’s average volume, so market liquidity risk is minimal. Absence of a 10b5-1 plan means the timing was discretionary, but a remaining 42.8 k-share position (≈$15.8 M at filing price) still provides strong alignment. With no derivative activity, the event appears routine portfolio diversification rather than a signal on fundamentals. I view the filing as informational, not thesis-altering.

Corporate Governance Analyst

TL;DR – Insider sale worth $1.67 M; governance stance unchanged.

Skipworth’s sale is transparent, executed in the open market and immediately reported. Ownership after the trade remains materially above typical CEO ownership guidelines. No red flags such as clustered executive selling or sales after negative news are evident. Governance risk remains low, though investors may monitor for additional sales that could cumulatively reduce alignment.

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^*

Skipworth Michael

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

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		S		4,500	D	$370.3366(1)	42,777(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

Explanation of Responses:

1. The shares were sold in multiple transactions at prices ranging from $369.8686 to $370.4262. 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.

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 CEO sell?

Michael Skipworth sold 4,500 common shares on 08/01/2025.

At what price were the WING shares sold?

The weighted-average sale price was $370.34, with trades between $369.8686 and $370.4262.

What is the CEO’s remaining ownership in Wingstop?

Skipworth now directly owns 42,777 shares following the reported sale.

Did the Form 4 cite a Rule 10b5-1 trading plan?

No. The Rule 10b5-1 checkbox was not marked, indicating the sale was not under a pre-arranged plan.

Were any derivative securities involved in this transaction?

No derivative securities were reported in Table II of the Form 4.

What percentage of the CEO’s stake was sold?

The 4,500 shares represent about 9.5 % of his pre-sale holding of 47,277 shares.