Wingstop Inc.·4

May 5, 5:28 PM ET

Kapoor Raj 4

4 · Wingstop Inc. · Filed May 5, 2026

Research Summary

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Wingstop (WING) COO Raj Kapoor Receives RSU Shares; Tax Withholding

What Happened
Raj Kapoor, Chief Operating Officer of Wingstop Inc. (WING), had restricted stock units (RSUs) convert into common shares on May 1, 2026. The filing shows two RSU conversion events of 353 shares each (706 shares total acquired on conversion). For each conversion, 139 shares were automatically withheld to satisfy tax liabilities at an implied price of $160.73 per share — 278 shares withheld in total, representing $44,682. The Form 4 also lists related derivative entries at $0 tied to the conversions (procedural, no cash value).

Key Details

  • Transaction date: May 1, 2026. Conversion (code M) and tax withholding (code F) reported on that date.
  • Price for conversion: $0.00 (RSUs convert one-for-one into shares). Tax withholding shown at $160.73 per share.
  • Withheld shares/value: 139 shares x 2 events = 278 shares withheld; 139 x $160.73 = $22,341 per event; total $44,682 withheld.
  • Shares owned after transaction: Not specified in the provided data.
  • Footnotes: RSUs convert 1-for-1 to common stock (F1). Withholding occurred automatically upon vesting; no independent investment decision was made (F2). The RSUs were granted May 1, 2023 under the 2015 Omnibus Incentive Plan and vest in three equal annual installments (service-based and sign‑on grants noted in F3–F4).
  • Filing timeliness: No late filing indicated in the provided information.

Context
This was a routine vesting/settlement of RSUs, not an open‑market purchase or planned sale. The tax withholding is a common cashless settlement method and should not be read as an active sell decision by the insider. Derivative/zero-dollar entries in the filing reflect the mechanics of converting RSUs and withholding taxes rather than a market transaction.

Insider Transaction Report

Form 4
Period: 2026-05-01
Kapoor Raj
SVP, Chief Operating Officer
Transactions
  • Exercise/Conversion

    Common Stock, par value $0.01 per share

    [F1]
    2026-05-01+3534,084 total
  • Tax Payment

    Common Stock, par value $0.01 per share

    [F2]
    2026-05-01$160.73/sh139$22,3413,945 total
  • Exercise/Conversion

    Common Stock, par value $0.01 per share

    [F1]
    2026-05-01+3534,298 total
  • Tax Payment

    Common Stock, par value $0.01 per share

    [F2]
    2026-05-01$160.73/sh139$22,3414,159 total
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F3]
    2026-05-013532,844 total
    Common Stock, par value $0.01 per share (353 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F4]
    2026-05-013532,491 total
    Common Stock, par value $0.01 per share (353 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 service-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 May 1, 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.
  • [F4]The RSUs were granted on May 1, 2023 pursuant to the Wingstop Inc. 2015 Omnibus Incentive Plan as a sign-on award. The RSUs vest in three equal annual installments beginning on the first anniversary of the grant date.
Signature
/s/ Alex R. Kaleida by Power of Attorney|2026-05-05

Documents

1 file
  • 4
    wk-form4_1778016496.xmlPrimary

    FORM 4