NON-CONTROLLING INTERESTS

3 Months Ended

Mar. 25, 2020

We are the sole managing member of SSE Holdings and, as a result, consolidate the financial results of SSE Holdings. We report a non-controlling interest representing the economic interest in SSE Holdings held by the other members of SSE Holdings. The

Third Amended and Restated Limited Liability Company Agreement, as further amended, (the "LLC Agreement") of SSE Holdings provides that holders of LLC Interests may, from time to time, require SSE Holdings to redeem all or a portion of their LLC Interests for newly-issued shares of Class A common stock on a one-for-one basis. In connection with any redemption or exchange, we will receive a corresponding number of LLC Interests, increasing our total ownership interest in SSE Holdings. Changes in our ownership interest in SSE Holdings while we retain our controlling interest in SSE Holdings will be accounted for as equity transactions. As such, future redemptions or direct exchanges of LLC Interests in SSE Holdings by the other members of SSE Holdings will result in a change in ownership and reduce the amount recorded as non-controlling interest and increase additional paid-in capital.

The following table summarizes the ownership interest in SSE Holdings as of March 25, 2020 and December 25, 2019.



	March 25, 2020			December 25, 2019
	LLC Interests	Ownership%		LLC Interests	Ownership %
Number of LLC Interests held by Shake Shack Inc.	34,523,400	91.7	%	34,417,302	91.6	%
Number of LLC Interests held by non-controlling interest holders	3,117,002	8.3	%	3,145,197	8.4	%
Total LLC Interests outstanding	37,640,402	100.0	%	37,562,499	100.0	%

The weighted average ownership percentages for the applicable reporting periods are used to attribute net income (loss) and other comprehensive income (loss) to Shake Shack Inc. and the non-controlling interest holders. The non-controlling interest holders' weighted average ownership percentage for the thirteen weeks ended March 25, 2020 was 8.4%. The non-controlling interest holders' weighted average ownership percentage for the thirteen weeks ended March 27, 2019 was 20.3%.

The following table summarizes the effects of changes in ownership of SSE Holdings on our equity during the thirteen weeks ended March 25, 2020 and March 27, 2019.



		Thirteen Weeks Ended
		March 25 2020			March 27 2019
Net income (loss) attributable to Shake Shack Inc.		$	(960	)	$	2,546
Transfers (to) from non-controlling interests:
	Increase in additional paid-in capital as a result of the redemption of LLC Interests	195			594
	Increase in additional paid-in capital as a result of activity under stock compensation plans and the related income tax effect	424			975
Total effect of changes in ownership interest on equity attributable to Shake Shack Inc.		$	(341	)	$	4,115

The following table summarizes redemptions of LLC Interests activity during the thirteen weeks ended March 25, 2020 and March 27, 2019.



		Thirteen Weeks Ended
		March 25 2020	March 27 2019
Redemption and acquisition of LLC Interests
	Number of LLC Interests redeemed by non-controlling interest holders	28,195	103,832
	Number of LLC Interests received by Shake Shack Inc.	28,195	103,832
Issuance of Class A common stock
	Shares of Class A common stock issued in connection with redemptions of LLC Interests	28,195	103,832
Cancellation of Class B common stock
	Shares of Class B common stock surrendered and canceled	28,195	103,832

During the thirteen weeks ended March 25, 2020 and March 27, 2019, we received an aggregate of 77,903 and 73,563 LLC Interests, respectively, in connection with the activity under our stock compensation plan.