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Wingstop (WING) CIO receives 1,100 RSUs and withholds 142 shares for tax

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Wingstop Inc. senior vice president and chief information officer Christopher Fallon reported equity compensation and related share movements. He received a grant of 1,100 Restricted Stock Units on March 5, 2026 under the Wingstop Inc. 2024 Omnibus Incentive Plan, vesting in three equal annual installments beginning on the first anniversary of the grant date.

On March 6, 2026, 496 RSUs converted into an equal number of common shares at no cash cost, increasing his directly held common stock to 666 shares. On the same date, 142 common shares were automatically withheld at $229.17 per share to cover tax liabilities from the vesting of performance-based RSUs, a tax-withholding disposition executed without an investment decision by Fallon. RSUs convert into common stock on a one-for-one basis.

Positive

  • None.

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Insider Fallon Christopher
Role SVP, Chief Information Officer
Type Security Shares Price Value
Exercise Restricted Stock Units 496 $0.00 --
Exercise Common Stock, par value $0.01 per share 496 $0.00 --
Tax Withholding Common Stock, par value $0.01 per share 142 $229.17 $33K
Grant/Award Restricted Stock Units 1,100 $0.00 --
Holdings After Transaction: Restricted Stock Units — 2,643 shares (Direct); Common Stock, par value $0.01 per share — 666 shares (Direct)
Footnotes (1)
  1. Restricted Stock Units ("RSUs") convert into common stock on a one-for-one basis. Represents the number of shares withheld for the payment of tax liabilities in connection with the vesting of performance-based RSUs. The withholding of these shares occurred automatically upon the vesting of the RSUs, and as such, no investment decision was made by the Reporting Person in connection with this transaction. The RSUs were granted on March 5, 2026 pursuant to the Wingstop Inc. 2024 Omnibus Incentive Plan. The RSUs vest in three equal annual installments beginning on the first anniversary of the grant date. The RSUs were granted on March 6, 2025 pursuant to the Wingstop Inc. 2024 Omnibus Incentive Plan. The RSUs vest in three equal annual installments beginning on the first anniversary of the grant date.
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*
Fallon Christopher

(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 Information Officer
3. Date of Earliest Transaction (Month/Day/Year)
03/05/2026
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)
Code V Amount (A) or (D) Price
Common Stock, par value $0.01 per share 03/06/2026 M 496 A $0(1) 666 D
Common Stock, par value $0.01 per share 03/06/2026 F 142(2) D $229.17 524 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
Restricted Stock Units (1) 03/05/2026 A 1,100 (3) (3) Common Stock, par value $0.01 per share 1,100 $0 3,139 D
Restricted Stock Units (1) 03/06/2026 M 496 (4) (4) Common Stock, par value $0.01 per share 496 $0 2,643 D
Explanation of Responses:
1. Restricted Stock Units ("RSUs") convert into common stock on a one-for-one basis.
2. Represents the number of shares withheld for the payment of tax liabilities in connection with the vesting of performance-based RSUs. The withholding of these shares occurred automatically upon the vesting of the RSUs, and as such, no investment decision was made by the Reporting Person in connection with this transaction.
3. The RSUs were granted on March 5, 2026 pursuant to the Wingstop Inc. 2024 Omnibus Incentive Plan. The RSUs vest in three equal annual installments beginning on the first anniversary of the grant date.
4. The RSUs were granted on March 6, 2025 pursuant to the Wingstop Inc. 2024 Omnibus Incentive Plan. The RSUs vest in three equal annual installments beginning on the first anniversary of the grant date.
Remarks:
/s/ Albert G. McGrath by Power of Attorney 03/09/2026
** 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).
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

What insider transactions did Wingstop (WING) CIO Christopher Fallon report?

Christopher Fallon reported RSU grants, conversions, and tax-related share withholding. He received 1,100 new RSUs, had 496 RSUs convert into common stock, and 142 common shares were automatically withheld to satisfy tax liabilities from vesting performance-based RSUs.

How many Restricted Stock Units did Wingstop (WING) grant to its CIO?

Wingstop granted Christopher Fallon 1,100 Restricted Stock Units on March 5, 2026. These RSUs were issued under the Wingstop Inc. 2024 Omnibus Incentive Plan and vest in three equal annual installments beginning on the first anniversary of the grant date.

How do Christopher Fallon’s Wingstop RSUs vest over time?

The 1,100 RSUs granted to Christopher Fallon on March 5, 2026 vest in three equal annual installments. Vesting begins on the first anniversary of the grant date, spreading the award’s delivery of common shares over three years, subject to the plan’s terms.

What happened when Christopher Fallon’s Wingstop RSUs converted on March 6, 2026?

On March 6, 2026, 496 RSUs converted into 496 Wingstop common shares at no cash cost. After this derivative exercise or conversion, Fallon directly held 666 common shares, reflecting the increase from this equity compensation event.

Why were 142 Wingstop shares withheld from Christopher Fallon?

Wingstop withheld 142 common shares from Christopher Fallon to pay tax liabilities tied to vesting performance-based RSUs. The shares were valued at $229.17 each, and this tax-withholding disposition occurred automatically without any investment decision by Fallon.

What is the conversion ratio between Wingstop RSUs and common stock?

Wingstop Restricted Stock Units held by Christopher Fallon convert into common stock on a one-for-one basis. This means each vested RSU delivers one share of Wingstop common stock, aligning RSU awards directly with the company’s equity.