0001209191-19-043852.txt : 20190731 0001209191-19-043852.hdr.sgml : 20190731 20190731161830 ACCESSION NUMBER: 0001209191-19-043852 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20190729 FILED AS OF DATE: 20190731 DATE AS OF CHANGE: 20190731 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ells Steve CENTRAL INDEX KEY: 0001350873 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32731 FILM NUMBER: 19989000 MAIL ADDRESS: STREET 1: 1543 WAZEE STREET, #200 CITY: DENVER STATE: CO ZIP: 80202 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CHIPOTLE MEXICAN GRILL INC CENTRAL INDEX KEY: 0001058090 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 841219301 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 610 NEWPORT CENTER DR STREET 2: SUITE 1300 CITY: NEWPORT BEACH STATE: CA ZIP: 92660 BUSINESS PHONE: 3035954000 MAIL ADDRESS: STREET 1: 610 NEWPORT CENTER DR STREET 2: SUITE 1300 CITY: NEWPORT BEACH STATE: CA ZIP: 92660 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2019-07-29 0 0001058090 CHIPOTLE MEXICAN GRILL INC CMG 0001350873 Ells Steve C/O CHIPOTLE MEXICAN GRILL 310 NEWPORT CENTER DR NEWPORT BEACH CA 92660 1 1 0 0 Executive Chairman common stock 2019-07-29 4 M 0 87500 543.20 A 183580 D common stock 2019-07-29 4 S 0 7587 801.2876 D 175993 D common stock 2019-07-29 4 S 0 11750 802.6082 D 164243 D common stock 2019-07-29 4 S 0 7713 803.6277 D 156530 D common stcok 2019-07-29 4 S 0 1295 804.7222 D 155235 D common stock 2019-07-29 4 S 0 300 805.765 D 154935 D common stock 2019-07-29 4 F 0 58855 807.58 D 96080 D common stock 12519 I Ells Dynasty Trust Holdings LLC common stock 99740 I Ells DE Trust Holdings LLC 2014 Performance SOSAR 543.20 2019-07-29 4 M 0 87500 0.00 A 2016-05-10 2021-02-03 common stock 87500 0 D Reflects a weighted-average price. Actual sales prices ranged from $801.076 to $802.00 per share. The filing person undertakes to furnish to the issuer, any requesting shareholder of the issuer, or the staff of the Securities and Exchange Commission complete information regarding the number of shares sold at each separate price Reflects a weighted-average price. Actual sales prices ranged from $802.14 to $803.08 per share. The filing person undertakes to furnish to the issuer, any requesting shareholder of the issuer, or the staff of the Securities and Exchange Commission complete information regarding the number of shares sold at each separate price Reflects a weighted-average price. Actual sales prices ranged from $803.22 to $804.04 per share. The filing person undertakes to furnish to the issuer, any requesting shareholder of the issuer, or the staff of the Securities and Exchange Commission complete information regarding the number of shares sold at each separate price Reflects a weighted-average price. Actual sales prices ranged from $804.58 to $805.16 per share. The filing person undertakes to furnish to the issuer, any requesting shareholder of the issuer, or the staff of the Securities and Exchange Commission complete information regarding the number of shares sold at each separate price Reflects a weighted-average price. Actual sales prices ranged from $805.605 to $805.85 per share. The filing person undertakes to furnish to the issuer, any requesting shareholder of the issuer, or the staff of the Securities and Exchange Commission complete information regarding the number of shares sold at each separate price Consists of shares of common stock retained by Chipotle to satisfy the reporting person's payment obligation upon exercise of the stock appreciation right. /s/ Helen Kaminski, pursuant to power-of-attorney filed herewith 2019-07-31 EX-24.4_866644 2 poa.txt POA DOCUMENT LIMITED POWER OF ATTORNEY FOR SECTION 16(a) REPORTING KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned hereby makes, constitutes and appoints Roger Theodoredis, Michael McGawn and Helen Kaminski, and each of them, as the undersigned's true and lawful attorney-in-fact (the "Attorney-in Fact"), with full power of substitution and re-substitution, each with the power to act alone for the undersigned and in the undersigned's name, place and stead, in any and all capacities to: 1. prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the U.S. Securities and Exchange Commission (the "SEC") a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 (the "Exchange Act") or any rule or regulation of the SEC; 2. prepare, execute and file with the SEC, any national securities exchange or securities quotation system any and all reports (including any amendment thereto) of the undersigned required or considered advisable under Section 16(a) of the Exchange Act and the rules and regulations thereunder, with respect to the equity securities of Chipotle Mexican Grill, Inc. (the "Company"), including Forms 3, 4 and 5 and Form 144; and 3. obtain, as the undersigned's representative and on the undersigned's behalf, information regarding transactions in the Company's equity securities from any third party, including the Company and any brokers, dealers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such third party to release any such information to the Attorney-in-Fact. The undersigned acknowledges that: 1. this Limited Power of Attorney authorizes, but does not require, the Attorney-in-Fact to act at his or her discretion on information provided to such Attorney-in-Fact without independent verification of such information; 2. any documents prepared or executed by the Attorney-in-Fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information as the Attorney-in-Fact, in his or her discretion, deems necessary or desirable; 3. neither the Company nor the Attorney-in-Fact assumes any liability for the undersigned's responsibility to comply with the requirements of Section 16 of the Exchange Act, any liability of the undersigned for any failure to comply with such requirements, or any liability of the undersigned for disgorgement of profits under Section 16(b) of the Exchange Act; and 4. this Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned's obligations under Section 16 of the Exchange Act, including, without, limitation, the reporting requirements under Section 16(a) of the Exchange Act. The undersigned hereby grants to the Attorney-in-Fact full power and authority to do and perform each and every act and thing requisite, necessary or convenient to be done in connection with the foregoing, as fully, to all intents and purposes, as the undersigned might or could do in person, hereby ratifying and confirming all that the Attorney-in-Fact, or his or her substitute or substitutes, shall lawfully do or cause to be done by authority of this Limited Power of Attorney. This Limited Power of Attorney revokes any earlier-dated power of attorney relating to reporting obligations of the undersigned under Section 16(a) of the Exchange Act, and shall remain in full force and effect until the undersigned is no longer required to file Forms 4 or 5 with respect to the undersigned's transactions in equity securities of the Company, unless earlier revoked by the undersigned in a signed writing delivered to the Attorney-in-Fact or the Company. This Limited Power of Attorney shall be governed and construed in accordance with the laws of the State of Colorado without regard to conflict-of-law principles. IN WITNESS WHEREOF, the undersigned has executed this Limited Power of Attorney as of May 20, 2019. /s/ Steve Ells (signature) Steve Ells