Page 11 of 15 – SEC Filing CUSIP No. 819047 101 Schedule 13D Page 11 of 15 Pages
George S. Loening 0 1,238,767 1,238,767 3.4% Evan C. Guillemin** 8,251 0 8,251 0.02% Other directors and officers of SEG Offshore 0 688,957 688,957 1.9%
*All share numbers presented in this table assume full conversion of B-Common and LLC Interests to A-Common. **Excludes 2,003 unvested options granted to Mr. Guillemin on May 19, 2016 under the Company’s 2015 Incentive Award Plan, which vest on May 19, 2017. Due to their relationships with the SEG Direct Holders, each of Select Equity, SEG Holdings, SEG II Holdings and Mr. Loening may be deemed to have shared voting and investment power with respect to the Equity Interests beneficially owned by the SEG Direct Holders. As such, Select Equity, SEG Holdings, SEG II Holdings and Mr. Loening may be deemed to have shared beneficial ownership over such Equity Interests. SEG and SEG Holdings disclaim beneficial ownership of the Equity Interests held directly by SEG II and SEG Offshore; SEG II and SEG II Holdings disclaim beneficial ownership of the Equity Interests held directly by SEG and SEG Offshore; and SEG Offshore disclaims beneficial ownership of the Equity Interests held directly by SEG and SEG II. Additionally, by virtue of the various agreements and arrangements among the SEG Funds described in this Schedule 13D and the Non-SEG Voting Members, the Non-SEG Voting Members may be deemed to be members of a “group” with the Reporting Persons. None of the Non-SEG Voting Members are Reporting Persons on this Schedule 13D, and any obligations that any of them may have under Section 13(d) of the Act would have to be satisfied on one or more separate filings. To the extent that any Non-SEG Voting Member beneficially owns Equity Interests, the Reporting Persons may be deemed to beneficially own any such Equity Interests but expressly disclaim, to the extent permitted by applicable law, beneficial ownership thereof. Item 5(c) of the Schedule 13D is amended to reflect the following: The following table reflects all shares sold by the Reporting Persons since the filing of the previous amendment to the Schedule 13D. The sales were made in market transactions, and the price received excludes commissions. Reporting Person Date Shares Sold Price SEG 8/17/2016 135 $36.36 SEG Offshore 8/17/2016 800 $36.36
| CUSIP No. 819047 101 | Schedule 13D | Page 11 of 15 Pages |
| George S. Loening | 0 | 1,238,767 | 1,238,767 | 3.4% |
| Evan C. Guillemin** | 8,251 | 0 | 8,251 | 0.02% |
| Other directors and officers of SEG Offshore | 0 | 688,957 | 688,957 | 1.9% |
*All share numbers presented in this table assume full conversion of B-Common and LLC Interests to A-Common.
**Excludes 2,003 unvested options granted to Mr. Guillemin on May 19, 2016 under the Company’s 2015 Incentive Award Plan, which vest on May 19, 2017.
Due to their relationships with the SEG Direct Holders, each of Select Equity, SEG Holdings, SEG II Holdings and Mr. Loening may be deemed to have shared voting and investment power with respect to the Equity Interests beneficially owned by the SEG Direct Holders. As such, Select Equity, SEG Holdings, SEG II Holdings and Mr. Loening may be deemed to have shared beneficial ownership over such Equity Interests. SEG and SEG Holdings disclaim beneficial ownership of the Equity Interests held directly by SEG II and SEG Offshore; SEG II and SEG II Holdings disclaim beneficial ownership of the Equity Interests held directly by SEG and SEG Offshore; and SEG Offshore disclaims beneficial ownership of the Equity Interests held directly by SEG and SEG II.
Additionally, by virtue of the various agreements and arrangements among the SEG Funds described in this Schedule 13D and the Non-SEG Voting Members, the Non-SEG Voting Members may be deemed to be members of a “group” with the Reporting Persons. None of the Non-SEG Voting Members are Reporting Persons on this Schedule 13D, and any obligations that any of them may have under Section 13(d) of the Act would have to be satisfied on one or more separate filings. To the extent that any Non-SEG Voting Member beneficially owns Equity Interests, the Reporting Persons may be deemed to beneficially own any such Equity Interests but expressly disclaim, to the extent permitted by applicable law, beneficial ownership thereof.
Item 5(c) of the Schedule 13D is amended to reflect the following:
The following table reflects all shares sold by the Reporting Persons since the filing of the previous amendment to the Schedule 13D. The sales were made in market transactions, and the price received excludes commissions.
| Reporting Person | Date | Shares Sold | Price |
| SEG | 8/17/2016 | 135 | $36.36 |
| SEG Offshore | 8/17/2016 | 800 | $36.36 |
Follow Shake Shack Inc. (NYSE:SHAK)
Follow Shake Shack Inc. (NYSE:SHAK)
We may use your email to send marketing emails about our services. Click here to read our privacy policy.
