SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* Skipworth Michael (Last) (First) (Middle) C/O WINGSTOP INC. 15505 WRIGHT BROTHERS DRIVE (Street) ADDISON TX 75001 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Wingstop Inc. [ WING ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner X Officer (give title below) Other (specify below) President and CEO
	3. Date of Earliest Transaction (Month/Day/Year) 02/23/2024
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $0.01 per share	02/23/2024		M		1,990	A	$74.77	25,337	D
Common Stock, par value $0.01 per share	02/23/2024		M		1,291	A	$125.11	26,628	D
Common Stock, par value $0.01 per share	02/23/2024		M		1,322	A	$140.94	27,950	D
Common Stock, par value $0.01 per share	02/23/2024		S		300	D	$333.7558(1)	27,650	D
Common Stock, par value $0.01 per share	02/23/2024		S		300	D	$334.4517(2)	27,350	D
Common Stock, par value $0.01 per share	02/23/2024		S		902	D	$335.6301(3)	26,448	D
Common Stock, par value $0.01 per share	02/23/2024		S		500	D	$336.791(4)	25,948	D
Common Stock, par value $0.01 per share	02/23/2024		S		910	D	$337.6186(5)	25,038	D
Common Stock, par value $0.01 per share	02/23/2024		S		601	D	$339.014(6)	24,437	D
Common Stock, par value $0.01 per share	02/23/2024		S		1,090	D	$339.7951(7)	23,347	D
Common Stock, par value $0.01 per share	02/23/2024		S		500	D	$333.641(8)	22,847	D
Common Stock, par value $0.01 per share	02/23/2024		S		1,050	D	$335.2467(9)	21,797	D
Common Stock, par value $0.01 per share	02/23/2024		S		814	D	$336.2163(10)	20,983	D
Common Stock, par value $0.01 per share	02/23/2024		S		1,600	D	$337.5969(11)	19,383	D
Common Stock, par value $0.01 per share	02/23/2024		S		900	D	$338.9978(12)	18,483	D
Common Stock, par value $0.01 per share	02/23/2024		S		1,376	D	$339.9147(13)	17,107	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option (right to buy)	$74.77(14)	02/23/2024		M			1,990	(15)	03/04/2030	Common Stock, par value $0.01 per share	1,990	$0	0	D
Employee Stock Option (right to buy)	$125.11(16)	02/23/2024		M			1,291	(17)	03/03/2031	Common Stock, par value $0.01 per share	1,291	$0	1,291	D
Employee Stock Option (right to buy)	$140.94(18)	02/23/2024		M			1,322	(19)	03/02/2032	Common Stock, par value $0.01 per share	1,322	$0	2,646	D

Explanation of Responses:

1. The shares were sold in multiple transactions at prices ranging from $333.1825 to $334.1800. 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.

2. The shares were sold in multiple transactions at prices ranging from $334.1900 to $334.7000. 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.

3. The shares were sold in multiple transactions at prices ranging from $335.1900 to $336.0500. 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.

4. The shares were sold in multiple transactions at prices ranging from $336.4050 to $337.3900. 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.

5. The shares were sold in multiple transactions at prices ranging from $337.4300 to $338.0300. 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.

6. The shares were sold in multiple transactions at prices ranging from $338.4850 to $339.4500. 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.

7. The shares were sold in multiple transactions at prices ranging from $339.5400 to $340.3500. 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.

8. The shares were sold in multiple transactions at prices ranging from $333.3300 to $334.0300. 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.

9. The shares were sold in multiple transactions at prices ranging from $334.8700 to $335.8400. 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.

10. The shares were sold in multiple transactions at prices ranging from $335.8800 to $336.7000. 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.

11. The shares were sold in multiple transactions at prices ranging from $337.0650 to $338.0300. 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.

12. The shares were sold in multiple transactions at prices ranging from $338.4700 to $339.4500. 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.

13. The shares were sold in multiple transactions at prices ranging from $339.5400 to $340.2600. 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.

14. The exercise price of this stock option was originally $83.77 per share but has been reduced to $74.77 to reflect the impact of special dividends paid to our stockholders.

15. On March 4, 2020, the reporting person was granted an option to purchase 5,969 shares of common stock pursuant to the Wingstop Inc. 2015 Omnibus Incentive Compensation Plan ("the Plan"). The option vested and became exercisable in three equal annual installments beginning on the first anniversary of the date of grant.

16. The exercise price of this stock option was originally $129.11 per share but has been reduced to $125.11 to reflect the impact of special dividends paid to our stockholders.

17. On March 3, 2021, the reporting person was granted an option to purchase 3,873 shares of common stock pursuant to the Plan. The option vests and becomes exercisable in three equal annual installments beginning on the first anniversary of the date of grant.

18. The exercise price of this stock option was originally $144.94 per share but has been reduced to $140.94 to reflect the impact of special dividends paid to our stockholders.

19. On March 2, 2022 , the reporting person was granted an option to purchase 3,968 shares of common stock pursuant to the Plan. The option vests and becomes exercisable in three equal annual installments beginning on the first anniversary of the date of grant.

Remarks:

	/s/ Albert G. McGrath by Power of Attorney	02/23/2024
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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