SEC FORM 4

SEC FORM 4 SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Meyer Daniel Harris

(Last)

(First)

(Middle)

C/O SHAKE SHACK INC.

225 VARICK STREET, SUITE 301

(Street)

NEW YORK

10014

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Shake Shack Inc. [ SHAK ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/30/2024

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock, par value $0.001 per share	10/30/2024		S		9,848	D	$123.0725	450,489⁽¹⁾⁽²⁾	I	BY TRUST⁽³⁾
Class A Common Stock, par value $0.001 per share	10/30/2024		S		4,679	D	$123.9648	445,810⁽²⁾⁽⁴⁾	I	BY TRUST⁽³⁾
Class A Common Stock, par value $0.001 per share	10/30/2024		S		5,473	D	$124.6979	440,337⁽²⁾⁽⁵⁾	I	BY TRUST⁽³⁾
Class A Common Stock, par value $0.001 per share	10/30/2024		S		2,691	D	$130.0022	437,646⁽²⁾⁽⁶⁾	I	BY TRUST⁽³⁾
Class A Common Stock, par value $0.001 per share								1,305,306	I	BY TRUST⁽⁷⁾
Class A Common Stock, par value $0.001 per share								2,958	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

1. Name and Address of Reporting Person^*

Meyer Daniel Harris

(Last)

(First)

(Middle)

C/O SHAKE SHACK INC.

225 VARICK STREET, SUITE 301

(Street)

NEW YORK

10014

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

DANIEL H. MEYER 2012 GIFT TRUST U/A/D 10/31/12

(Last)

(First)

(Middle)

C/O SHAKE SHACK INC.,

225 VARICK STREET, SUITE 301

(Street)

NEW YORK

10014

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

MEYER AUDREY H

(Last)

(First)

(Middle)

C/O SHAKE SHACK INC.

225 VARICK STREET, SUITE 301

(Street)

NEW YORK

10014

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

McQuinn Michael C

(Last)

(First)

(Middle)

C/O SHAKE SHACK INC.

225 VARICK STREET, SUITE 301

(Street)

NEW YORK

10014

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

Explanation of Responses:

1. The transaction was executed in multiple trades at prices ranging from $122.5000 to $123.4999. The price reported above reflects the weighted average sales price.

2. The Daniel H. Meyer Investment Trust (the "Investment Trust") hereby undertakes to provide upon request to the SEC staff, Shake Shack Inc. (the "Issuer") or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.

3. Shares of Class A common stock ("Class A Stock") of the Issuer were disposed of by Mr. Meyer through the Investment Trust pursuant to a Rule 10b5-1 trading plan entered into on March 4, 2024. Mr. Meyer is the grantor, trustee and beneficiary of the Investment Trust. Mr. Meyer disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

4. The transaction was executed in multiple trades at prices ranging from $123.5000 to $124.4999. The price reported above reflects the weighted average sales price.

5. The transaction was executed in multiple trades at prices ranging from $124.5000 to $125.4999. The price reported above reflects the weighted average sales price.

6. The transaction was executed in multiple trades at prices ranging from $129.5000 to 130.0600. The price reported above reflects the weighted average sales price.

7. Represents shares of Class A Stock of the Issuer held by the DHM 2012 Gift Trust, of which Mr. Meyer's spouse is a co-trustee and beneficiary. Mr. McQuinn is a co-trustee. Each Reporting Person disclaims beneficial ownership of such shares except to the extent of such Reporting Persons' pecuniary interest therein.

Remarks:

	/s/ Ronald Palmese, Jr., Esq., Attorney-in-Fact for Daniel Harris Meyer	11/01/2024
	/s/ Ronald Palmese, Jr., Esq., Attorney-in-Fact for DHM 2012 Gift Trust U/A/D 10/31/12	11/01/2024
	/s/ Ronald Palmese, Jr., Esq., Attorney-in-Fact for Audrey H. Meyer	11/01/2024
	/s/ Ronald Palmese, Jr., Esq., Attorney-in-Fact for Michael C. McQuinn	11/01/2024
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Director Meyer Daniel Harris sold $2,824,357 worth of shares (22,691 units at $124.47) (SEC Form 4)