Skipworth Michael 4

4 · Wingstop Inc. · Filed Mar 6, 2026

AI-generated summary of this filing

Updated Mar 6, 2026

Wingstop CEO Michael Skipworth Receives RSU Award; Shares Withheld

What Happened

Michael Skipworth, President, CEO and Director of Wingstop Inc. (WING), had 39,155 performance-based restricted stock units (RSUs vest) convert into common shares on March 4, 2026. These vested RSUs converted one-for-one into 39,155 shares (acquired at $0.00 per share).
To cover tax withholding on the vesting, 14,902 of those shares were withheld/disposed at $239.34 per share, resulting in proceeds (value withheld) of $3,566,645. This was an automatic withholding to satisfy tax liabilities, not an open-market sale decision by the insider.

Key Details

Transaction date: March 4, 2026; Form 4 filed March 6, 2026 (timely filing).
Acquired: 39,155 shares via conversion of performance-based RSUs (price $0.00).
Disposed (withheld for taxes): 14,902 shares at $239.34, value $3,566,645.
Shares owned after the transaction: Not specified in the filing.
Relevant footnotes: RSUs were granted March 9, 2023, vesting based on three-year performance through Dec 27, 2025; performance achieved at maximum level (250% of target), producing the 39,155 vested RSUs. RSUs convert 1:1 to common stock. Withholding occurred automatically to pay taxes (no active sale decision).
No indication of a 10b5-1 plan or late filing.

Context

This was a vesting/conversion of performance RSUs and routine tax withholding — not an open-market sale or discretionary cashless sale. Such withholding transactions are common when equity awards vest and typically reflect tax obligations rather than a vote of confidence or sell-off by the insider.

Form 4

Period: 2026-03-04

DirectorPresident and CEO

Transactions

Exercise/Conversion
Common Stock, par value $0.01 per share
[F1][F2]
2026-03-04+39,155→ 81,932 total
Tax Payment
Common Stock, par value $0.01 per share
[F3]
2026-03-04$239.34/sh−14,902$3,566,645→ 67,030 total

Footnotes (3)

[F1]On March 9, 2023, the Reporting Person was granted 15,662 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 39,155 performance-based RSUs
[F2]RSUs convert into common stock on a one-for-one basis.
[F3]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.

Signature

/s/ Albert G. McGrath by Power of Attorney|2026-03-06

1 file