1 unchanged sentence
DISCLOSURE CONTROLS AND PROCEDURES
−Removed: Under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this report.
−Removed: Based on this evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of such date.
−Removed: Our disclosure controls and procedures are designed to ensure that information required to be disclosed in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and that such information is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.
+Added: Under the supervision and with the participation of our management, including the Chief Executive Officer and the Principal Financial Officer and Corporate Controller, we conducted an evaluation of the effectiveness of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this report.
+Added: Based on this evaluation, our Chief Executive Officer and our Principal Financial Officer and Corporate Controller concluded that our disclosure controls and procedures were effective as of such date.
+Added: Our disclosure controls and procedures are designed to ensure that information required to be disclosed in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and that such information is accumulated and communicated to management, including the Chief Executive Officer and the Principal Financial Officer and Corporate Controller, to allow timely decisions regarding required disclosure.
MANAGEMENT'S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING
17 unchanged sentences
Directors, Executive Officers and Corporate Governance.
−Removed: The information required by this item with respect to our directors is incorporated by reference to the sections entitled “Nominees for Election as Class I Directors” and "Continuing Directors" in our Proxy Statement to be filed in connection with our 2025 Annual Meeting of Shareholders (the “Proxy Statement”).
+Added: The information required by this item with respect to our directors is incorporated by reference to the sections entitled “Nominees for Election as Class II Directors” and "Continuing Directors" in our Proxy Statement to be filed in connection with our 2026 Annual Meeting of Shareholders (the “Proxy Statement”).
The information required by this item with respect to our Code of Business Conduct and Audit Committee (including our “audit committee financial expert”) is incorporated by reference to the sections entitled “Code of Ethics” and “Audit Committee Report” in our Proxy Statement.
41 unchanged sentences
EXHIBIT INDEX
−Removed: Incorporated by Reference Filed
−Removed: Exhibit Description Form Exhibit Filing Date
+Added: Incorporated by Reference
+Added: Number Exhibit Description Form Exhibit Filing Date Filed
Amended and Restated Certificate of Incorporation of Shake Shack Inc., effective February 4, 2015
55 unchanged sentences
Form 10-K | 117
−Removed: Incorporated by Reference Filed
−Removed: Exhibit Description Form Exhibit Filing Date
+Added: Incorporated by Reference
+Added: Number Exhibit Description Form Exhibit Filing Date Filed
† Amendment No.
25 unchanged sentences
10-K 10.9.8 2/25/2019
+Added: † Form of Non-Employee Director Restricted Stock Unit Award Agreement pursua nt to the Shake Shack Inc.
+Added: 2025 Incentive Award Plan
+Added: † F orm of Performance Stock Unit Award Agreement pursuant to the Shake Shack Inc.
+Added: 2025 Incentive Award Plan
+Added: † Form of Employee Restricted Stock Unit Award Agreement pursuant to the Shake Shack Inc.
+Added: 2025 Incentive Award Plan
† 2015 Senior Executive Bonus Plan
S-1 10.12 12/29/2014
−Removed: † Amended and Restated Employment Agreement, effective October 25, 2018, by and among Shake Shack Inc., SSE Holdings, LLC and Randy Garutti
−Removed: 8-K 10.1 10/26/2018
−Removed: Transition and Advisory Agreement, dated January 26, 2024, by and among Randall Garutti, Shake Shack Inc.
−Removed: and SSE Holdings, LLC
−Removed: 10.10 1/26/2024
Employment Agreement, effective as of June 14, 2021, by and among Katherine Fogertey, Shake Shack Inc., SSE Holdings, LLC and Shake Shack Enterprises, LLC
8-K 10.1 6/9/2021
+Added: Transition and Advisory Agreement, dated November 20, 2025, by and among Katherine Fogertey, Shake Shack Inc., Shack Shake Enterprises, LLC, and SSE Holdings, LLC
+Added: 8-K 10.1 11/25/2025
Employment Agreement, dated March 18, 2024, effective May 20, 2024, by and among Robert Lynch, Shake Shack Inc., SSE Holdings, LLC, and Shake Shack Enterprises, LLC
14 unchanged sentences
10-K 10.19.2 2/26/2018
−Removed: T hird Amended & Restated Non-Employee Director Compensation Poli cy, dated April 28, 2022
−Removed: F ourth Amended & Restated Non-Employee Director Compensation Policy, dated Octo ber 10, 2024
+Added: † Third Amended & Restated Non-Employee Director Compensation Policy, dated April 28, 2022
+Added: 10-K 10.11 2/21/2025
+Added: † Fourth Amended & Restated Non-Employee Director Compensation Policy, dated October 10, 2024
+Added: 10-K 10.12 2/21/2025
+Added: Shake Shack Inc.
+Added: Form 10-K | 118
+Added: Incorporated by Reference
+Added: Number Exhibit Description Form Exhibit Filing Date Filed
Credit Agreement, dated as of August 2, 2019, by and among SSE Holdings, LLC, the Guarantors party thereto, the Lenders referred to therein and Wells Fargo Bank, National Association, as Administrative Agent, Swingline Lender and Issuing Lender
2 unchanged sentences
10-Q 10.3 5/4/2020
−Removed: Shake Shack Inc.
−Removed: Form 10-K | 127
−Removed: Incorporated by Reference Filed
−Removed: Exhibit Description Form Exhibit Filing Date
Second Amendment to Credit Agreement, dated as of March 1, 2021, by and among SSE Holdings, LLC, the Guarantors party thereto, the Lenders party thereto, and Wells Fargo Bank, National Association, as Administrative Agent
4 unchanged sentences
10-Q 10.7 8/4/2023
+Added: Fifth Amendment and Waiver to Credit Agreement, dated as of March 19, 2025, by and among SSE Holdings, LLC, the Guarantors party hereto, the Lenders party hereto, and JPMorgan Chase Bank, National Association, as Administrative Agent
+Added: 10-Q 10.1 7/31/2025
+Added: Sixth Amendment to Credit Agreement, dated as of July 9, 2025, by and among SSE Holdings, LLC, the Guarantors party hereto, the Lenders party hereto, and JPMorgan Chase Bank, National Association, as Administrative Agent
+Added: 10-Q 10.2 7/31/2025
Security and Pledge Agreement, dated as of August 2, 2019, by and among SSE Holdings, LLC, the other Obligors party thereto, and Wells Fargo Bank, National Association, as Administrative Agent
7 unchanged sentences
8-K 1.1 4/21/2020
−Removed: I nsider Trading Compliance Policy
+Added: Insider Trading Compliance Policy
Subsidiaries of Shake Shack Inc.
11 unchanged sentences
101.PRE XBRL Taxonomy Extension Presentation Linkbase Document *
+Added: Shake Shack Inc.
+Added: Form 10-K | 119
+Added: Incorporated by Reference
+Added: Number Exhibit Description Form Exhibit Filing Date Filed
104 Cover Page Interactive Data File - the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
5 unchanged sentences
Shake Shack Inc.
−Removed: /s/ Katherine I.
−Removed: February 21, 2025 Chief Financial Officer
−Removed: Shake Shack Inc.
−Removed: Form 10-K | 129
+Added: /s/ Peter Herpich
+Added: Peter Herpich
+Added: February 26, 2026 (Principal Financial Officer and Corporate Controller)
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
3 unchanged sentences
(Principal Executive Officer)
−Removed: /s/ Katherine I.
−Removed: Chief Financial Officer
+Added: /s/ Peter Herpich
+Added: Corporate Controller
February 26, 2026
−Removed: (Principal Financial and Accounting Officer)
−Removed: /s/ Daniel Meyer Chairman of the Board of Directors February 21, 2025
+Added: Peter Herpich
+Added: (Principal Financial Officer and Corporate Controller)
+Added: /s/ Daniel Meyer
+Added: Chairman of the Board of Directors February 26, 2026
/s/ Sumaiya Balbale Director February 26, 2026
Sumaiya Balbale
−Removed: /s/ Lori George
−Removed: Director February 21, 2025
/s/ Charles J.
Director February 26, 2026
−Removed: /s/ Anna Fieler Director February 21, 2025
/s/ Jeff Flug Director February 26, 2026
+Added: /s/ Lori George
+Added: Director February 26, 2026
/s/ Jeffrey D.
7 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.