0001140361-17-044005.txt : 20171128 0001140361-17-044005.hdr.sgml : 20171128 20171128173103 ACCESSION NUMBER: 0001140361-17-044005 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20171125 FILED AS OF DATE: 20171128 DATE AS OF CHANGE: 20171128 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Loening George S CENTRAL INDEX KEY: 0001632169 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36823 FILM NUMBER: 171226269 MAIL ADDRESS: STREET 1: C/O SELECT EQUITY GROUP STREET 2: 380 LAFAYETTE STREET CITY: NEW YORK STATE: NY ZIP: 10003 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SEG PARTNERS II L P CENTRAL INDEX KEY: 0001215218 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36823 FILM NUMBER: 171226270 BUSINESS ADDRESS: STREET 1: 380 LAFAYETTE ST 6TH FL CITY: NEW YORK STATE: NY ZIP: 10003 BUSINESS PHONE: 212-475-8335 MAIL ADDRESS: STREET 1: 380 LAFAYETTE STREET CITY: NEW YORK STATE: NY ZIP: 10003 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Select Equity Group, L.P. CENTRAL INDEX KEY: 0001592643 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36823 FILM NUMBER: 171226272 BUSINESS ADDRESS: STREET 1: 380 LAFAYETTE STREET STREET 2: 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10003 BUSINESS PHONE: 212 475-8335 MAIL ADDRESS: STREET 1: 380 LAFAYETTE STREET STREET 2: 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10003 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SEG Partners Offshore Master Fund, Ltd. CENTRAL INDEX KEY: 0001632171 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36823 FILM NUMBER: 171226271 BUSINESS ADDRESS: STREET 1: C/O SELECT EQUITY GROUP STREET 2: 380 LAFAYETTE STREET CITY: NEW YORK STATE: NY ZIP: 10003 BUSINESS PHONE: 212-475-8335 MAIL ADDRESS: STREET 1: C/O SELECT EQUITY GROUP STREET 2: 380 LAFAYETTE STREET CITY: NEW YORK STATE: NY ZIP: 10003 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Shake Shack Inc. CENTRAL INDEX KEY: 0001620533 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING & DRINKING PLACES [5810] IRS NUMBER: 471941186 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 24 UNION SQUARE EAST STREET 2: 5TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10003 BUSINESS PHONE: (646) 747-7200 MAIL ADDRESS: STREET 1: 24 UNION SQUARE EAST STREET 2: 5TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10003 4 1 doc1.xml FORM 4 X0306 4 2017-11-25 0 0001620533 Shake Shack Inc. SHAK 0001592643 Select Equity Group, L.P. 380 LAFAYETTE STREET 6TH FLOOR NEW YORK NY 10003 0 0 1 0 0001632171 SEG Partners Offshore Master Fund, Ltd. C/O SELECT EQUITY GROUP 380 LAFAYETTE STREET NEW YORK NY 10003 0 0 1 0 0001215218 SEG PARTNERS II L P C/O SELECT EQUITY GROUP 380 LAFAYETTE STREET NEW YORK NY 10003 0 0 1 0 0001632169 Loening George S C/O SELECT EQUITY GROUP 380 LAFAYETTE STREET NEW YORK NY 10003 0 0 1 0 Class A Common Stock, par value $0.001 per share 2017-11-25 4 C 0 49127 A 98402 I See Footnotes Class B Common Stock, par value $0.001 per share 2017-11-25 4 J 0 49127 D 0 I See Footnotes Class A Common Stock, par value $0.001 per share 2017-11-25 4 C 0 191658 A 340605 I See footnotes Class B Common Stock, par value $0.001 per share 2017-11-25 4 J 0 191658 D 0 I See footnotes Class A Common Stock, par value $0.001 per share 529042 I See footnotes Common Membership Interests 0 2017-11-25 4 C 0 49127 D Class A Common Stock, par value $0.001 per share 49127 0 I See footnotes Common Membership Interests 0 2017-11-25 4 C 0 191658 D Class A Common Stock, par value $0.001 per share 191658 0 I See footnotes See Exhibit 99.1. See Exhibit 99.1. See Exhibit 99.1. See Exhibit 99.1. See Exhibit 99.1. See Exhibit 99.1. See Exhibit 99.1. See Exhibit 99.1. See Exhibit 99.1. See Exhibit 99.1. List of Exhibits Exhibit 99.1 - Explanation of Responses Exhibit 99.2 - Joint Filers' Names and Addresses Exhibit 99.3 - Joint Filers' Signatures SELECT EQUITY GROUP, L.P., By: Select Equity GP, LLC, its general partner, By: /s/ George S. Loening 2017-11-28 EX-99.1 2 s22849316a.htm EXPLANATION OF RESPONSES
Explanation of Responses

(1)
This Form 4 is being filed on behalf of Select Equity Group, L.P. (“Select Equity Group”), SEG Partners L.P. (“SEG Partners”), SEG Partners II, L.P. (“SEG Partners II”), SEG Partners Offshore Master Fund, Ltd. (“SEG Partners Offshore” and, together with SEG Partners and SEG Partners II, the “SEG Funds”) and George S. Loening.  Select Equity Group serves as the investment advisor to the SEG Funds, and Mr. Loening is the majority owner of Select Equity Group and managing member of the general partner of Select Equity Group.  Each of Select Equity Group and George S. Loening may be deemed to indirectly beneficially own shares held directly by the SEG Funds, and each disclaims beneficial ownership of all such shares except to the extent of any indirect pecuniary interest therein.  No SEG Fund has a pecuniary interest in any securities held directly by any other SEG Fund.

(2)
Class A Common Stock held directly by SEG Partners.

(3)
Class A Common Stock held directly by SEG Partners Offshore.

(4)
Class A Common Stock held directly by SEG Partners II.

(5)
Limited liability company interests of SSE Holdings, LLC (“Common Membership Interests”) were exchanged on a one for one basis into shares of Class A Common Stock.  The Common Membership Interests are exchangeable at any time and from time to time and have no expiration date.

(6)
In connection with the exchange of Common Membership Interests for Class A Common Stock, Class B Common Stock was cancelled for no consideration pursuant to the terms of the Amended and Restated Certificate of Incorporation of the Issuer.

(7)
Class B Common Stock held directly by SEG Partners.

(8)
Class B Common Stock held directly by SEG Partners II.

(9)
Common Membership Interests held directly by SEG Partners.

(10)
Common Membership Interests held directly by SEG Partners II.



EX-99.2 3 s22849316b.htm JOINT FILERS' NAMES AND ADDRESSES
JOINT FILERS’ NAMES AND ADDRESSES
(1)
SEG Partners L.P.
(2)
SEG Partners II, L.P.
(3)
SEG Partners Offshore Master Fund, Ltd.
(4)
George S. Loening

The business address for all of the above reporting persons is:

c/o Select Equity Group
380 Lafayette Street
New York, NY 10003

 EX-99.3 4 s22849316c.htm JOINT FILERS' SIGNATURES

JOINT FILERS’ SIGNATURES

 
SEG PARTNERS L.P.
  
 
By: SEG Partners Holdings, LLC, its general partner
  
     
     
 
By:  /s/ George S. Loening                                         
                                Date: November 28, 2017
 
      Name:  George S. Loening
  
 
      Title:    Authorized Person
  
     
     
     
 
SEG PARTNERS II, L.P.
  
 
By:  SEG Partners II Holdings, LLC, its general partner
  
     
     
 
By:  /s/ George S. Loening                                        
                                Date: November 28, 2017
 
      Name:  George S. Loening
  
 
      Title:    Authorized Person
  
     
     
     
 
SEG PARTNERS OFFSHORE MASTER FUND, LTD.
  
     
     
 
By: /s/ George S. Loening                                        
                                Date: November 28, 2017
 
      Name:  George S. Loening
  
 
      Title:    Authorized Person
  
     
     
     
 
GEORGE S. LOENING
  
     
     
 
By: /s/ George S. Loening                                         
                                Date: November 28, 2017