Charles R. Morrison - Nov 13, 2021 Form 4 Insider Report for Wingstop Inc. (WING)

Role: Chairman and CEO, Director
Signature: /s/ Albert G. McGrath, as attorney-in-fact
Stock symbol: WING
Transactions as of: Nov 13, 2021
Transactions value $: -$665,453
Form type: 4
Date filed: 11/16/2021, 04:15 PM
Previous filing: Aug 3, 2021
Next filing: Dec 9, 2021

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	Options Exercise	$0	+10K	+12.63%	$0.00	89.2K	Nov 13, 2021	Direct	F1
transaction	WING	Common Stock, par value $0.01 per share	Sale	-$513K	-3.04K	-3.4%	$168.93	86.1K	Nov 15, 2021	Direct	F2, F3, F4
transaction	WING	Common Stock, par value $0.01 per share	Sale	-$153K	-900	-1.05%	$169.72	85.2K	Nov 15, 2021	Direct	F2, F4, F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	WING	Restricted Stock Units	Options Exercise	$0	-10K	-25%	$0.00	30K	Nov 13, 2021	Common Stock, par value $0.01 per share	10K		Direct	F1, F6

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Restricted stock units ("RSUs") convert into common stock on a one-for-one basis.
F2	Represents shares sold in the open market, the proceeds of which were used to pay the tax withholding obligations incurred upon the vesting of RSUs. This transaction was effected pursuant to a trading plan adopted by the reporting person in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934 (the "10b5-1 Plan"). Accordingly, the reporting person had no discretion with regard to the timing of the transaction.
F3	The shares were sold in multiple transactions at prices ranging from $168.50 to $169.47. The price reported above reflects the weighted-average price. The reporting person undertakes to provide to the staff of the Securities and Exchange Commission, the Issuer, or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.
F4	The transactions reported on rows 2 and 3 of this Table I represent approximately 2.2% of the reporting person's total holdings of common stock (including service-based options and service-based restricted stock units) on a pre-transaction basis, which represents 176,358 shares.
F5	The shares were sold in multiple transactions at prices ranging from $169.50 to $169.94. The price reported above reflects the weighted-average price. The reporting person undertakes to provide to the staff of the Securities and Exchange Commission, the Issuer, or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.
F6	On November 13, 2019, the reporting person was granted 40,000 performance-based RSUs pursuant to the Plan and would become earned based on the Issuer's satisfaction of the performance condition. On March 4, 2021, the performance condition was determined to have been satisfied during the Issuer's 2020 fiscal year, resulting in the RSUs being earned and non-forfeitable. The RSUs vest and convert into shares of common stock in four equal annual installments commencing on the second anniversary of the grant date, subject to service vesting conditions.