RSU vesting gives Wingstop (NASDAQ: WING) SVP 4,438 net shares

Rhea-AI Filing Summary

Wingstop Inc. Senior Vice President Marisa Carona reported the vesting and settlement of performance-based restricted stock units into common stock. On March 4, 2026, she acquired 6,418 shares through an exercise/conversion tied to a performance award granted on March 9, 2023.

The award’s performance criteria for the three-year period ended December 27, 2025 were met at the maximum level, resulting in 6,418 RSUs vesting and converting one-for-one into common stock. Of these, 1,980 shares were automatically withheld to cover tax liabilities, a tax-withholding disposition with no investment decision by the insider.

After these transactions, Carona directly owned 4,438 shares of Wingstop common stock. The filing reflects equity compensation settlement and related tax withholding rather than open-market buying or selling.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Carona Marisa

Role Senior Vice President

Type	Security	Shares	Price	Value
Exercise	Common Stock, par value $0.01 per share	6,418	$0.00	--
Tax Withholding	Common Stock, par value $0.01 per share	1,980	$239.34	$474K

Holdings After Transaction: Common Stock, par value $0.01 per share — 6,418 shares (Direct)

Footnotes (1)

1. On March 9, 2023, the Reporting Person was granted 2,567 performance-based restricted stock units ("RSUs") pursuant to the Wingstop Inc. 2015 Omnibus Incentive Compensation Plan. The performance-based RSUs vest based on the Issuer's satisfaction of certain performance criteria for the three-year period ended December 27, 2025, with the number that would vest upon maximum performance equal to 250% of the target number specified in the grant. The performance criteria were met at the maximum performance level, resulting in the vesting of 6,418 performance-based RSUs. 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.

Form 4 Insider Transactions: What Each Field Means →

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
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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)
	Senior Vice President

3. Date of Earliest Transaction (Month/Day/Year)
03/04/2026

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	03/04/2026		M		6,418(1)	A	$0(2)	6,418	D
Common Stock, par value $0.01 per share	03/04/2026		F		1,980(3)	D	$239.34	4,438	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. On March 9, 2023, the Reporting Person was granted 2,567 performance-based restricted stock units ("RSUs") pursuant to the Wingstop Inc. 2015 Omnibus Incentive Compensation Plan. The performance-based RSUs vest based on the Issuer's satisfaction of certain performance criteria for the three-year period ended December 27, 2025, with the number that would vest upon maximum performance equal to 250% of the target number specified in the grant. The performance criteria were met at the maximum performance level, resulting in the vesting of 6,418 performance-based RSUs.

2. RSUs convert into common stock on a one-for-one basis.

3. 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.

Remarks:

	/s/ Albert G. McGrath by Power of Attorney	03/06/2026
	** 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 did Wingstop (WING) executive Marisa Carona report in this Form 4 filing?

Marisa Carona reported vesting of performance-based RSUs that converted into Wingstop common stock. She acquired 6,418 shares upon vesting, then had 1,980 shares automatically withheld to satisfy tax obligations, ending with direct ownership of 4,438 shares.

How many Wingstop (WING) shares did Marisa Carona acquire and retain from the RSU vesting?

Carona acquired 6,418 Wingstop shares through RSU conversion and retained 4,438 shares afterward. The difference of 1,980 shares was withheld to cover tax liabilities related to the vesting, leaving her with 4,438 directly owned common shares.

Were Marisa Carona’s Wingstop (WING) Form 4 transactions open-market buys or sells?

No, the transactions were not open-market buys or sells. She exercised performance-based RSUs that converted into 6,418 shares, and 1,980 shares were automatically withheld for taxes. The filing classifies this withholding as a tax-liability disposition, not a discretionary trade.

What performance conditions triggered the vesting of Marisa Carona’s Wingstop (WING) RSUs?

The RSUs vested after Wingstop met maximum performance criteria over a three-year period. The award, granted March 9, 2023, was tied to performance for the three years ended December 27, 2025, and the criteria were achieved at the maximum level, vesting 6,418 RSUs.

How do Marisa Carona’s Wingstop (WING) RSUs convert into common stock?

The performance-based RSUs convert into Wingstop common stock on a one-for-one basis. When the performance criteria were met at maximum level, all 6,418 vested RSUs were settled into 6,418 shares of common stock before tax withholding reduced the net shares she retained.

Why were 1,980 Wingstop (WING) shares disposed of in Marisa Carona’s Form 4?

The 1,980 shares were withheld automatically to pay tax liabilities from RSU vesting. According to the filing, this tax-withholding disposition occurred upon vesting of the performance-based RSUs, and no separate investment decision was made by Carona regarding these shares.