Donnie Upshaw - 18 Feb 2025 Form 4 Insider Report for Wingstop Inc. (WING)

Signature
/s/ Albert G. McGrath by Power of Attorney
Issuer symbol
WING
Transactions as of
18 Feb 2025
Net transactions value
-$1,269,371
Form type
4
Filing time
20 Feb 2025, 17:57:46 UTC
Previous filing
09 Sep 2024
Next filing
05 Mar 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction WING Common Stock, par value $0.01 per share Award $0 +6,038 +2228% $0.000000 6,309 18 Feb 2025 Direct F1, F2
transaction WING Common Stock, par value $0.01 per share Tax liability $594,291 -1,942 -31% $306.02 4,367 18 Feb 2025 Direct F3
transaction WING Common Stock, par value $0.01 per share Award $0 +3,450 +79% $0.000000 7,817 18 Feb 2025 Direct F2, F4
transaction WING Common Stock, par value $0.01 per share Tax liability $415,575 -1,358 -17% $306.02 6,459 18 Feb 2025 Direct F3
transaction WING Common Stock, par value $0.01 per share Award $0 +2,153 +33% $0.000000 8,612 18 Feb 2025 Direct F2, F5
transaction WING Common Stock, par value $0.01 per share Tax liability $259,505 -848 -9.8% $306.02 7,764 18 Feb 2025 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On December 7, 2021, the Reporting Person was granted 2,415 performance-based restricted stock units ("RSUs") pursuant to the Wingstop Inc. 2015 Omnibus Incentive Compensation Plan (the "Plan"). The performance-based RSUs vest based on the Issuer's satisfaction of certain performance criteria for the three-year period ended December 28, 2024, with the number that would vest upon maximum performance equal to 250% of the target number specified in the grant. The performance criteria were met at the maximum performance level, resulting in the vesting of 6,038 performance-based RSUs.
F2 RSUs convert into common stock on a one-for-one basis.
F3 Represents the number of shares withheld for the payment of tax liabilities in connection with the vesting of performance-based RSUs. The withholding of these shares occurred automatically upon the vesting of the RSUs, and as such, no investment decision was made by the Reporting Person in connection with this transaction.
F4 On March 2, 2022, the Reporting Person was granted 1,380 performance-based RSUs pursuant to the Plan. The performance-based RSUs vest based on the Issuer's satisfaction of certain performance criteria for the three-year period ended December 28, 2024, with the number that would vest upon maximum performance equal to 250% of the target number specified in the grant. The performance criteria were met at the maximum performance level, resulting in the vesting of 3,450 performance-based RSUs.
F5 On September 8, 2022, the Reporting Person was granted 861 performance-based RSUs pursuant to the Plan. The performance-based RSUs vest based on the Issuer's satisfaction of certain performance criteria for the three-year period ended December 28, 2024, with the number that would vest upon maximum performance equal to 250% of the target number specified in the grant. The performance criteria were met at the maximum performance level, resulting in the vesting of 2,153 performance-based RSUs.