Filing Details
- Accession Number:
- 0000899243-18-005119
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2018-02-22 18:01:13
- Reporting Period:
- 2018-02-20
- Accepted Time:
- 2018-02-22 18:01:13
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1636222 | Wingstop Inc. | WING | () | 4 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1432387 | R. Darryl Marsch | C/O Wingstop Inc. 5501 Lbj Freeway, 5Th Floor Dallas TX 75240 | See Remarks | No | Yes | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock, Par Value $0.01 Per Share | Acquisiton | 2018-02-20 | 1,901 | $0.00 | 1,901 | No | 4 | M | Direct | |
| Common Stock, Par Value $0.01 Per Share | Disposition | 2018-02-20 | 547 | $44.03 | 1,354 | No | 4 | S | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | M | Direct | |
| No | 4 | S | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | Restricted Stock Units | Disposition | 2018-02-20 | 1,901 | $0.00 | 1,901 | $0.00 |
| Common Stock | Employee Stock Option (right to buy) | Acquisiton | 2018-02-20 | 1,404 | $0.00 | 1,404 | $23.53 |
| Common Stock | Restricted Stock Units | Acquisiton | 2018-02-20 | 3,747 | $0.00 | 3,747 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 3,802 | 2027-02-28 | No | 4 | M | Direct | |
| 1,404 | 2026-08-03 | No | 4 | A | Direct | |
| 3,747 | 2019-02-20 | 2028-02-20 | No | 4 | A | Direct |
Footnotes
- Restricted stock units convert into common stock on a one-for-one basis.
- Represents shares withheld by Wingstop Inc. (the "Issuer") to cover estimated taxes arising from the settlement of restricted stock units.
- On February 28, 2017, the reporting person was granted 5,703 performance-based restricted stock units pursuant to the Issuer's 2015 Omnibus Incentive Compensation Plan (the "Plan"). The performance-based restricted stock units vest in three equal annual installments based on the Issuer's satisfaction of certain performance criteria for each of the fiscal years 2017, 2018 and 2019. The performance criteria for 2017 were met, resulting in the vesting of 1,901 restricted stock units.
- The exercise price of this stock option was originally $26.70 per share. Pursuant to the terms of the Plan, the Compensation Committee reduced the exercise price of all outstanding options under the Plan by $3.17, the amount of the special cash dividend paid by the Issuer on February 14, 2018. As a result, the option exercise price of $26.70 was reduced to an exercise price of $23.53. The other terms of the options remain unchanged.
- On August 3, 2016, the reporting person was granted an option to purchase 5,618 shares of common stock. The option vests in four equal annual installments based on the Issuer's satisfaction of certain performance criteria for each of the fiscal years 2017, 2018, 2019 and 2020. The performance criteria for 2017 were met, resulting in vesting of 1,404 shares.
- The restricted stock units are granted pursuant to the Plan. The restricted stock units will vest in three equal annual installments beginning on the first anniversary of the grant date.
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