0000899243-18-005121.txt : 20180222 0000899243-18-005121.hdr.sgml : 20180222 20180222180251 ACCESSION NUMBER: 0000899243-18-005121 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180220 FILED AS OF DATE: 20180222 DATE AS OF CHANGE: 20180222 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kruguer Lawrence CENTRAL INDEX KEY: 0001644364 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37425 FILM NUMBER: 18633885 MAIL ADDRESS: STREET 1: 5501 LBJ FREEWAY STREET 2: 5TH FLOOR CITY: DALLAS STATE: TX ZIP: 75240 FORMER NAME: FORMER CONFORMED NAME: Kruger Lawrence DATE OF NAME CHANGE: 20150608 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Wingstop Inc. CENTRAL INDEX KEY: 0001636222 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 5501 LBJ FREEWAY STREET 2: 5TH FLOOR CITY: DALLAS STATE: TX ZIP: 75240 BUSINESS PHONE: 972-331-8484 MAIL ADDRESS: STREET 1: 5501 LBJ FREEWAY STREET 2: 5TH FLOOR CITY: DALLAS STATE: TX ZIP: 75240 FORMER COMPANY: FORMER CONFORMED NAME: Wingstop, Inc. DATE OF NAME CHANGE: 20150323 FORMER COMPANY: FORMER CONFORMED NAME: Wing Stop Holdings Corp DATE OF NAME CHANGE: 20150311 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2018-02-20 0 0001636222 Wingstop Inc. WING 0001644364 Kruguer Lawrence C/O WINGSTOP INC. 5501 LBJ FREEWAY, 5TH FLOOR DALLAS TX 75240 0 1 0 0 See Remarks Common Stock, par value $0.01 per share 2018-02-20 4 M 0 1901 A 7361 D Common Stock, par value $0.01 per share 2018-02-20 4 S 0 532 44.03 D 6829 D Restricted Stock Units 2018-02-20 4 M 0 1901 0.00 D 2027-02-28 Common Stock 1901 3802 D Employee Stock Option (right to buy) 12.93 2018-02-20 4 A 0 5263 0.00 A 2025-06-11 Common Stock 5263 5263 D Restricted Stock Units 2018-02-20 4 A 0 5451 0.00 A 2019-02-20 2028-02-20 Common Stock 5451 5451 D Restricted stock units convert into common stock on a one-for-one basis. An additional 6,130 shares of common stock were erroneously included in the reporting person's direct holdings on his Form 4 filed on May 23, 2017 and this error was carried forward in the reporting person's subsequent Form 4 filings. This Form 4 removes the 6,130 shares, none of which were ever held by the reporting person. Represents shares withheld by Wingstop Inc. (the "Issuer") to cover estimated taxes arising from the settlement of restricted stock units. On February 28, 2017, the reporting person was granted 5,703 performance-based restricted stock units pursuant to the Issuer's 2015 Omnibus Incentive Compensation Plan (the "Plan"). The performance-based restricted stock units vest in three equal annual installments based on the Issuer's satisfaction of certain performance criteria for each of the fiscal years 2017, 2018 and 2019. The performance criteria for 2017 were met, resulting in the vesting of 1,901 restricted stock units. The exercise price of this stock option was previously $16.10 per share. Pursuant to the terms of the Plan, the Compensation Committee reduced the exercise price of all outstanding options under the Plan by $3.17, the amount of the special cash dividend paid by the Issuer on February 14, 2018. As a result, the option exercise price of $16.10 was reduced to an exercise price of $12.93. The other terms of the options remain unchanged. On June 11, 2015, the reporting person was granted an option to purchase 26,316 shares of common stock. The option vests in four installments based on the Issuer's satisfaction of certain performance criteria for each of the fiscal years 2016, 2017, 2018 and 2019, with 40% vesting based on fiscal 2016 performance and 20% vesting based on performance in other fiscal years. The performance criteria for 2017 were met, resulting in vesting of 5,263 shares. The restricted stock units are granted pursuant to the Plan. The restricted stock units will vest in three equal annual installments beginning on the first anniversary of the grant date. Executive Vice President and Chief Operating Officer /s/ Darryl R. Marsch, as attorney-in-fact 2018-02-22