RELATED PARTY TRANSACTIONS

6 Months Ended

Jun. 24, 2020

Union Square Hospitality Group

The Chairman of our Board of Directors serves as the Chief Executive Officer of Union Square Hospitality Group, LLC. As a result, Union Square Hospitality Group, LLC and its subsidiaries, set forth below, are considered related parties.

Hudson Yards Sports and Entertainment

In fiscal 2011, we entered into a Master License Agreement (as amended, "MLA") with Hudson Yards Sports and Entertainment LLC ("HYSE") to operate Shake Shack branded limited menu concession stands in sports and entertainment venues within the United States. In February 2019, the agreement was assigned to Hudson Yards Catering ("HYC"), the parent of HYSE. The agreement expires in January 2027 and includes five consecutive five-year renewal options at HYC's option. As consideration for these rights, HYC pays us a license fee based on a percentage of net food sales, as defined in the MLA. HYC also pays us a percentage of profits on sales of branded beverages, as defined in the MLA.


		Thirteen Weeks Ended						Twenty-Six Weeks Ended
	Classification	June 24 2020		June 26 2019		June 24 2020		June 26 2019

Amounts received from HYC	Licensing revenue	$	12	$	85	$	34	$	151


	Classification	June 24 2020		December 25 2019

Amounts due from HYC	Accounts Receivable	$	28	$	47

Madison Square Park Conservancy

The Chairman of our Board of Directors serves as a director of the Madison Square Park Conservancy ("MSP Conservancy"), with which we have a license agreement and pay license fees to operate our Madison Square Park Shack.


		Thirteen Weeks Ended						Twenty-Six Weeks Ended
	Classification	June 24 2020		June 26 2019		June 24 2020		June 26 2019
Amounts paid to MSP Conservancy	Occupancy and related expenses	$	—	$	276	$	219	$	554


	Classification	June 24 2020		December 25 2019
Amounts due to MSP Conservancy	Accrued expenses	$	282	$	53

Olo, Inc.

The Chairman of our Board of Directors serves as a director of Olo, Inc. (formerly known as "Mobo Systems, Inc."), a platform we use in connection with our mobile ordering application. No amounts were due to Olo as of June 24, 2020 and December 25, 2019, respectively.


		Thirteen Weeks Ended						Twenty-Six Weeks Ended
	Classification	June 24 2020		June 26 2019		June 24 2020		June 26 2019
Amounts paid to Olo	Other operating expenses	$	42	$	40	$	94	$	78

Square, Inc.

Our Chief Executive Officer is a member of the Board of Directors of Square, Inc. ("Square"). We currently use certain point-of-sale applications, payment processing services, hardware and other enterprise platform services in connection with the

processing of a limited amount of sales at certain of our locations, sales for certain off-site events and in connection with our kiosk technology. No amounts were due to Square as of June 24, 2020 and December 25, 2019, respectively.


		Thirteen Weeks Ended						Twenty-Six Weeks Ended
	Classification	June 24 2020		June 26 2019		June 24 2020		June 26 2019
Amounts paid to Square	Other operating expenses	$	218	$	442	$	789	$	708

Tax Receivable Agreement

As described in Note 12, we entered into a tax receivable agreement with certain members of SSE Holdings that provides for the payment by us of 85% of the amount of tax benefits, if any, that Shake Shack actually realizes or in some cases is deemed to realize as a result of certain transactions.


		Thirteen Weeks Ended						Twenty-Six Weeks Ended
	Classification	June 24 2020		June 26 2019		June 24 2020		June 26 2019
Amounts paid to members (inclusive of interest)	Other current liabilities	$	74	$	—	$	6,643	$	707


	Classification	June 24 2020		December 25 2019
Amounts due under the Tax Receivable Agreement	Other current liabilities Liabilities under tax receivable agreement, net of current portion	$	228,096	$	234,426

Distributions to Members of SSE Holdings

Under the terms of the SSE Holdings LLC Agreement, SSE Holdings is obligated to make tax distributions to its members. No tax distributions were payable to non-controlling interest holders as of June 24, 2020 and December 25, 2019, respectively.


		Thirteen Weeks Ended						Twenty-Six Weeks Ended
	Classification	June 24 2020		June 26 2019		June 24 2020		June 26 2019
Amounts paid to non-controlling interest holders	Net income attributable to non-controlling interests	$	9	$	1,558	$	314	$	1,667