Wingstop Inc.·4

Mar 10, 4:44 PM ET

Skipworth Michael 4

4 · Wingstop Inc. · Filed Mar 10, 2026

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Wingstop (WING) CEO Michael Skipworth Exercises RSUs, Sells Shares for Taxes

What Happened Michael Skipworth, President & CEO and a director of Wingstop (WING), had performance/restricted stock units (RSUs) convert into common stock on March 7 and March 9, 2026. On March 7, 2,384 RSUs converted and 939 shares were withheld/sold to cover taxes at $229.17 per share (proceeds $215,191). On March 9, 3,481 RSUs converted and 1,370 shares were withheld/sold at $224.28 per share (proceeds $307,264). Total shares withheld for taxes: 2,309; total proceeds: ~$522,455. These transactions reflect RSU vesting and tax withholding (not an open-market discretionary sale).

Key Details

  • Transaction dates and prices:
    • 2026-03-07: 2,384 RSUs converted (code M); 939 shares withheld/settled for taxes at $229.17 (code F) — $215,191.
    • 2026-03-09: 3,481 RSUs converted (code M); 1,370 shares withheld/settled for taxes at $224.28 (code F) — $307,264.
  • Codes: M = exercise/conversion of derivative (here, RSU conversion to shares); F = payment of exercise price or tax liability (here, share withholding for taxes).
  • Shares withheld total: 2,309 shares; total cash value ≈ $522,455.
  • Shares owned after the transactions: not disclosed in the provided excerpt.
  • Footnotes of note:
    • F1/F3/F4: These were RSUs granted under the 2015 Omnibus Incentive Plan (grants from March 7, 2024 and March 9, 2023) that vest in three equal annual installments.
    • F2: Withholding occurred automatically upon vesting to satisfy tax liabilities; the reporting person did not make a separate investment decision for the withholding.
  • Filing timeliness: Form 4 filed March 10, 2026. This appears timely relative to the March 9 transactions (no late-filing indication in the provided data).

Context These entries reflect RSU vesting and net settlement/withholding to cover tax obligations (a routine administrative action). The 0.00-dollar "acquired" or "disposed" derivative entries represent the conversion of RSUs into common stock before withholding. Because the withheld shares were to satisfy taxes and occurred automatically, they should not be read as a discretionary sale signaling a change in the insider’s view of the company.

Insider Transaction Report

Form 4
Period: 2026-03-07
Skipworth Michael
DirectorPresident and CEO
Transactions
  • Exercise/Conversion

    Common Stock, par value $0.01 per share

    [F1]
    2026-03-07+2,38472,225 total
  • Tax Payment

    Common Stock, par value $0.01 per share

    [F2]
    2026-03-07$229.17/sh939$215,19171,286 total
  • Exercise/Conversion

    Common Stock, par value $0.01 per share

    [F1]
    2026-03-09+3,48174,767 total
  • Tax Payment

    Common Stock, par value $0.01 per share

    [F2]
    2026-03-09$224.28/sh1,370$307,26473,397 total
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F3]
    2026-03-072,38471,195 total
    Common Stock, par value $0.01 per share (2,384 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F4]
    2026-03-093,48167,714 total
    Common Stock, par value $0.01 per share (3,481 underlying)
Footnotes (4)
  • [F1]Restricted stock units ("RSUs") convert into common stock on a one-for-one basis.
  • [F2]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.
  • [F3]The RSUs were granted on March 7, 2024 pursuant to the Wingstop Inc. 2015 Omnibus Incentive Plan. The RSUs vest in three equal annual installments beginning on the first anniversary of the grant date.
  • [F4]The RSUs were granted on March 9, 2023 pursuant to the Wingstop Inc. 2015 Omnibus Incentive Plan. The RSUs vest in three equal annual installments beginning on the first anniversary of the grant date.
Signature
/s/ Albert G. McGrath by Power of Attorney|2026-03-10

Documents

1 file
  • 4
    wk-form4_1773175467.xmlPrimary

    FORM 4