Form 4: Shake Shack CFO Katherine Fogertey Reports Stock Transactions
SEC Form 4 Filing
Katherine Fogertey, CFO of Shake Shack, reports the acquisition and disposal of Class A Common Stock related to restricted stock units and performance stock units.
Summary
- Katherine Fogertey, Chief Financial Officer of Shake Shack Inc., filed a Form 4 detailing changes in her beneficial ownership of the company's Class A Common Stock on March 4, 2025.
- On March 1, 2025, Fogertey acquired 3,315 shares underlying restricted stock units granted under the 2025 Incentive Award Plan, vesting in equal installments from March 1, 2026, to March 1, 2028.
- She also acquired 8,851 shares underlying restricted stock units based on the company's performance over a 3-year period through fiscal year 2024, and 3,990 shares based on fiscal year 2024 performance, both certified by the Compensation Committee on January 28, 2025.
- Fogertey disposed of shares to cover tax obligations related to the vesting of restricted stock units, with 1,007 shares, 1,016 shares, 353 shares, 3,567 shares, and 402 shares withheld at a price of $108.6 per share.
- Following these transactions, Fogertey directly owns 39,886 shares of Shake Shack's Class A Common Stock.
Sentiment
Score: 6
Explanation: The sentiment is neutral as it primarily reports stock transactions related to compensation. The acquisitions are slightly positive, indicating confidence, but the disposals for tax purposes are neutral.
Positives
- The acquisition of restricted stock units and performance stock units suggests confidence in the company's future performance.
- The vesting of performance-based units indicates that the company has met certain performance criteria.
Negatives
- The disposal of shares to cover tax obligations, while common, slightly reduces Fogertey's overall holdings.
Industry Context
Executive stock transactions are a common occurrence in publicly traded companies and are often viewed as a reflection of management's confidence in the company's prospects.
Stakeholder Impact
- The transactions may have a minor impact on shareholders due to the change in ownership, but it's unlikely to be significant.
- Employees may view the vesting of performance-based units as a positive sign of the company's success.
Key Dates
| Date | Description |
|---|---|
| 2021-11-15 | Ms. Fogertey was awarded performance stock units that issue into restricted stock units representing the right to receive Class A Stock of the Issuer. |
| 2022-03-01 | Restricted stock units were previously acquired by Ms. Fogertey pursuant to the Issuer's 2015 Incentive Award Plan, as amended. |
| 2023-03-01 | Restricted stock units were previously acquired by Ms. Fogertey pursuant to the Issuer's 2015 Incentive Award Plan, as amended. |
| 2024-01-28 | Certification by the Issuer's Compensation Committee of performance criteria achievement. |
| 2024-03-01 | Restricted stock units were previously acquired by Ms. Fogertey pursuant to the Issuer's 2015 Incentive Award Plan, as amended. |
| 2025-01-28 | Certification by the Issuer's Compensation Committee of performance criteria achievement. |
| 2025-03-01 | Date of the reported transactions, including acquisition and disposal of shares. |
| 2025-03-01 | Ms. Fogertey was awarded restricted stock units that represent the right to receive Class A Stock of the Issuer. |
| 2025-03-04 | Date of the Form 4 filing. |
| 2026-03-01 | First vesting date for some of the restricted stock units acquired on March 1, 2025. |
| 2027-03-01 | Second vesting date for some of the restricted stock units acquired on March 1, 2025. |
| 2028-03-01 | Third vesting date for some of the restricted stock units acquired on March 1, 2025. |
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