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LGP MANAGEMENT INC 4

Accession 0001209191-15-066350

CIK 0001620533other
View on SEC.govCompany Profile

Filed

Aug 16, 8:00 PM ET

Accepted

Aug 17, 5:45 PM ET

Size

37.3 KB

Accession

0001209191-15-066350

Insider Transaction Report

Form 4
Period: 2015-08-13
Shake Shack Inc.SHAK
Green Equity Investors VI, L.P.
Director10% Owner
Transactions
  • Conversion

    Class B Common Stock

    2015-08-13−54,214→ 347,881 total
    → Class A Common Stock (54,214 underlying)
  • Conversion

    Class A Common Stock

    2015-08-13+724,289→ 861,300 total
  • Sale

    Class A Common Stock

    2015-08-13$57.75/sh−54,214$3,130,859→ 0 total
  • Gift

    Class A Common Stock

    2015-08-14−20,000→ 0 total(indirect: See footnote)
  • Sale

    Class A Common Stock

    2015-08-13$57.75/sh−442,687$25,565,174→ 2,840,627 total
  • Conversion

    Class B Common Stock

    2015-08-13−724,289→ 4,647,613 total
    → Class A Common Stock (724,289 underlying)
  • Conversion

    Class A Common Stock

    2015-08-13+54,214→ 54,214 total
  • Sale

    Class A Common Stock

    2015-08-13$57.75/sh−742,762$42,894,506→ 118,538 total
Holdings

  • Employee Stock Option (right to buy)

    (indirect: See footnote)
    Exercise: $21.00From: 2016-01-29Exp: 2025-01-29→ Class A Common Stock (8,251 underlying)
    8,251
Green Equity Investors Side VI, L.P.
Director10% Owner
Transactions
  • Sale

    Class A Common Stock

    2015-08-13$57.75/sh−742,762$42,894,506→ 118,538 total
  • Sale

    Class A Common Stock

    2015-08-13$57.75/sh−54,214$3,130,859→ 0 total
  • Conversion

    Class B Common Stock

    2015-08-13−724,289→ 4,647,613 total
    → Class A Common Stock (724,289 underlying)
  • Conversion

    Class A Common Stock

    2015-08-13+724,289→ 861,300 total
  • Conversion

    Class A Common Stock

    2015-08-13+54,214→ 54,214 total
  • Sale

    Class A Common Stock

    2015-08-13$57.75/sh−442,687$25,565,174→ 2,840,627 total
  • Gift

    Class A Common Stock

    2015-08-14−20,000→ 0 total(indirect: See footnote)
  • Conversion

    Class B Common Stock

    2015-08-13−54,214→ 347,881 total
    → Class A Common Stock (54,214 underlying)
Holdings

  • Employee Stock Option (right to buy)

    (indirect: See footnote)
    Exercise: $21.00From: 2016-01-29Exp: 2025-01-29→ Class A Common Stock (8,251 underlying)
    8,251
LGP Malted Coinvest LLC
Director10% Owner
Transactions
  • Gift

    Class A Common Stock

    2015-08-14−20,000→ 0 total(indirect: See footnote)
  • Conversion

    Class B Common Stock

    2015-08-13−54,214→ 347,881 total
    → Class A Common Stock (54,214 underlying)
  • Conversion

    Class A Common Stock

    2015-08-13+724,289→ 861,300 total
  • Sale

    Class A Common Stock

    2015-08-13$57.75/sh−54,214$3,130,859→ 0 total
  • Conversion

    Class A Common Stock

    2015-08-13+54,214→ 54,214 total
  • Sale

    Class A Common Stock

    2015-08-13$57.75/sh−442,687$25,565,174→ 2,840,627 total
  • Sale

    Class A Common Stock

    2015-08-13$57.75/sh−742,762$42,894,506→ 118,538 total
  • Conversion

    Class B Common Stock

    2015-08-13−724,289→ 4,647,613 total
    → Class A Common Stock (724,289 underlying)
Holdings

  • Employee Stock Option (right to buy)

    (indirect: See footnote)
    Exercise: $21.00From: 2016-01-29Exp: 2025-01-29→ Class A Common Stock (8,251 underlying)
    8,251
GEI Capital VI, LLC
Director10% Owner
Transactions
  • Sale

    Class A Common Stock

    2015-08-13$57.75/sh−442,687$25,565,174→ 2,840,627 total
  • Sale

    Class A Common Stock

    2015-08-13$57.75/sh−54,214$3,130,859→ 0 total
  • Gift

    Class A Common Stock

    2015-08-14−20,000→ 0 total(indirect: See footnote)
  • Conversion

    Class B Common Stock

    2015-08-13−724,289→ 4,647,613 total
    → Class A Common Stock (724,289 underlying)
  • Sale

    Class A Common Stock

    2015-08-13$57.75/sh−742,762$42,894,506→ 118,538 total
  • Conversion

    Class A Common Stock

    2015-08-13+724,289→ 861,300 total
  • Conversion

    Class A Common Stock

    2015-08-13+54,214→ 54,214 total
  • Conversion

    Class B Common Stock

    2015-08-13−54,214→ 347,881 total
    → Class A Common Stock (54,214 underlying)
Holdings

  • Employee Stock Option (right to buy)

    (indirect: See footnote)
    Exercise: $21.00From: 2016-01-29Exp: 2025-01-29→ Class A Common Stock (8,251 underlying)
    8,251
Green VI Holdings, LLC
Director10% Owner
Transactions
  • Conversion

    Class A Common Stock

    2015-08-13+724,289→ 861,300 total
  • Sale

    Class A Common Stock

    2015-08-13$57.75/sh−442,687$25,565,174→ 2,840,627 total
  • Sale

    Class A Common Stock

    2015-08-13$57.75/sh−742,762$42,894,506→ 118,538 total
  • Conversion

    Class B Common Stock

    2015-08-13−54,214→ 347,881 total
    → Class A Common Stock (54,214 underlying)
  • Sale

    Class A Common Stock

    2015-08-13$57.75/sh−54,214$3,130,859→ 0 total
  • Conversion

    Class A Common Stock

    2015-08-13+54,214→ 54,214 total
  • Gift

    Class A Common Stock

    2015-08-14−20,000→ 0 total(indirect: See footnote)
  • Conversion

    Class B Common Stock

    2015-08-13−724,289→ 4,647,613 total
    → Class A Common Stock (724,289 underlying)
Holdings

  • Employee Stock Option (right to buy)

    (indirect: See footnote)
    Exercise: $21.00From: 2016-01-29Exp: 2025-01-29→ Class A Common Stock (8,251 underlying)
    8,251
LEONARD GREEN PARTNERS LP
Director10% Owner
Transactions
  • Sale

    Class A Common Stock

    2015-08-13$57.75/sh−442,687$25,565,174→ 2,840,627 total
  • Conversion

    Class B Common Stock

    2015-08-13−54,214→ 347,881 total
    → Class A Common Stock (54,214 underlying)
  • Conversion

    Class B Common Stock

    2015-08-13−724,289→ 4,647,613 total
    → Class A Common Stock (724,289 underlying)
  • Conversion

    Class A Common Stock

    2015-08-13+724,289→ 861,300 total
  • Gift

    Class A Common Stock

    2015-08-14−20,000→ 0 total(indirect: See footnote)
  • Sale

    Class A Common Stock

    2015-08-13$57.75/sh−742,762$42,894,506→ 118,538 total
  • Sale

    Class A Common Stock

    2015-08-13$57.75/sh−54,214$3,130,859→ 0 total
  • Conversion

    Class A Common Stock

    2015-08-13+54,214→ 54,214 total
Holdings

  • Employee Stock Option (right to buy)

    (indirect: See footnote)
    Exercise: $21.00From: 2016-01-29Exp: 2025-01-29→ Class A Common Stock (8,251 underlying)
    8,251
LGP MANAGEMENT INC
Director10% Owner
Transactions
  • Sale

    Class A Common Stock

    2015-08-13$57.75/sh−442,687$25,565,174→ 2,840,627 total
  • Conversion

    Class B Common Stock

    2015-08-13−724,289→ 4,647,613 total
    → Class A Common Stock (724,289 underlying)
  • Conversion

    Class B Common Stock

    2015-08-13−54,214→ 347,881 total
    → Class A Common Stock (54,214 underlying)
  • Conversion

    Class A Common Stock

    2015-08-13+724,289→ 861,300 total
  • Conversion

    Class A Common Stock

    2015-08-13+54,214→ 54,214 total
  • Sale

    Class A Common Stock

    2015-08-13$57.75/sh−54,214$3,130,859→ 0 total
  • Gift

    Class A Common Stock

    2015-08-14−20,000→ 0 total(indirect: See footnote)
  • Sale

    Class A Common Stock

    2015-08-13$57.75/sh−742,762$42,894,506→ 118,538 total
Holdings

  • Employee Stock Option (right to buy)

    (indirect: See footnote)
    Exercise: $21.00From: 2016-01-29Exp: 2025-01-29→ Class A Common Stock (8,251 underlying)
    8,251
PERIDOT COINVEST MANAGER LLC
Director10% Owner
Transactions
  • Conversion

    Class B Common Stock

    2015-08-13−724,289→ 4,647,613 total
    → Class A Common Stock (724,289 underlying)
  • Conversion

    Class B Common Stock

    2015-08-13−54,214→ 347,881 total
    → Class A Common Stock (54,214 underlying)
  • Conversion

    Class A Common Stock

    2015-08-13+54,214→ 54,214 total
  • Sale

    Class A Common Stock

    2015-08-13$57.75/sh−54,214$3,130,859→ 0 total
  • Sale

    Class A Common Stock

    2015-08-13$57.75/sh−442,687$25,565,174→ 2,840,627 total
  • Conversion

    Class A Common Stock

    2015-08-13+724,289→ 861,300 total
  • Sale

    Class A Common Stock

    2015-08-13$57.75/sh−742,762$42,894,506→ 118,538 total
  • Gift

    Class A Common Stock

    2015-08-14−20,000→ 0 total(indirect: See footnote)
Holdings

  • Employee Stock Option (right to buy)

    (indirect: See footnote)
    Exercise: $21.00From: 2016-01-29Exp: 2025-01-29→ Class A Common Stock (8,251 underlying)
    8,251
Footnotes (18)
  • [F1]Represents shares of Class A common stock, par value $0.001 per share ("A-Common") of the Issuer issued to, and substantially simultaneously sold by, Green Equity Investors VI, L.P. ("GEI VI") in connection with the closing of an underwritten secondary offering (the "Offering"). The shares were issued in exchange for an equivalent number of shares of Class B common stock, par value $0.001 per share ("B-Common") of the Issuer and limited liability company interests (the "LLC Interests") of SSE Holdings, LLC, pursuant to the exchange right described in note 11 to this Form 4.
  • [F10]Represents shares gifted by Jonathan D. Sokoloff to a trust, the beneficiaries of which are members of Mr. Sokoloff's family.
  • [F11]Shares of B-Common can be paired with LLC Interests on a one-to-one basis and delivered to the Issuer in exchange for shares of A-Common (or cash, at the Issuer's election); provided, that Equity Interests other than those exchanged or sold as disclosed herein are subject to a lock-up agreement and cannot be sold or transferred without underwriter consent until 90 days after the date of the prospectus relating to the Offering.
  • [F12]Represents shares paired with LLC Interests on a one-to-one basis by GEI VI and exchanged for shares of A-Common in connection with the Offering.
  • [F13]Not applicable.
  • [F14]Represents shares owned by GEI VI following the Offering. These shares are subject to a lock-up agreement and cannot be sold without underwriter consent until 90 days after the date of the prospectus relating to the Offering.
  • [F15]Represents shares paired with LLC Interests on a one-to-one basis by Malted and exchanged for shares of A-Common in connection with the Offering.
  • [F16]Represents shares owned by Malted following the Offering. These shares are subject to a lock-up agreement and cannot be sold without underwriter consent until 90 days after the date of the prospectus relating to the Offering.
  • [F17]These options will vest on January 29, 2016.
  • [F18]The options reported on this row were granted in respect of Mr. Sokoloff's service on the Issuer's board of directors and are held by Mr. Sokoloff for the benefit of LGP. LGP directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of such options.
  • [F2]GEI Capital VI, LLC ("Capital") is the general partner of GEI VI and Green Equity Investors Side VI, L.P. ("GEI Side VI"). Green VI Holdings, LLC ("Holdings") is a limited partner of GEI VI. Leonard Green & Partners, L.P. ("LGP") is the management company of GEI VI and GEI Side VI and an affiliate of Capital and Holdings. Peridot Coinvest Manager LLC ("Peridot") is the management company of LGP Malted Coinvest LLC ("Malted") and an affiliate of Capital and Holdings. LGP Management, Inc. ("LGPM") is the general partner of LGP.
  • [F3]Each of GEI VI, GEI Side VI, Malted, Peridot, LGP, LGPM, Capital, and Holdings, directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the A-Common owned by GEI VI, GEI Side VI, or Malted or the B-Common and LLC Interests owned by GEI VI and Malted (collectively, the "Equity Interests") and, therefore, a "ten percent holder" hereunder.
  • [F4]Each of GEI Side VI, Malted, Peridot, LGP, LGPM, Capital, and Holdings disclaims beneficial ownership of the Equity Interests reported herein, except to the extent of its pecuniary interest in GEI VI and GEI Side VI, and, with respect to GEI VI, GEI Side VI, and Malted, except to the extent of GEI VI's, GEI Side VI's, and Malted's direct ownership reported herein, and this report shall not otherwise be deemed an admission that the Reporting Persons are the beneficial owners of such securities for purposes of Section 16 or for any other purposes.
  • [F5]Represents shares of A-Common sold by Malted in connection with the Offering. The shares reported on this row were issued to, and substantially simultaneously sold by, Malted in exchange for an equivalent number of shares of B-Common and LLC Interests pursuant to the exchange right described in note 11 to this Form 4.
  • [F6]Represents shares sold by GEI VI in the Offering.
  • [F7]Represents shares owned by GEI VI following the Offering. These shares are subject to a lock-up agreement and cannot be sold without underwriter consent until 90 days after the date of the prospectus relating to the Offering.
  • [F8]Represents shares sold by GEI Side VI in connection with the Offering.
  • [F9]Represents shares owned by GEI Side VI following the Offering. These shares are subject to a lock-up agreement and cannot be sold without underwriter consent until 90 days after the date of the prospectus relating to the Offering.

Documents

1 file

Issuer

Shake Shack Inc.

CIK 0001620533

→
Entity typeother
IncorporatedDE

Related Parties

1
  • filerCIK 0001175525

Filing Metadata

Form type
4
Filed
Aug 16, 8:00 PM ET
Accepted
Aug 17, 5:45 PM ET
Size
37.3 KB
View on SEC.gov