Shake Shack Inc.

06/04/2025 | Press release | Distributed by Public on 06/04/2025 14:31

Proxy Results (Form 8-K)

Item 5.07 Submission of Matters to a Vote of Security Holders.

Shake Shack Inc. ("Shake Shack") held its annual meeting of stockholders (the "Annual Meeting") on June 4, 2025. At the Annual Meeting, the Company's stockholders were asked to vote on three proposals: (i) to elect three Class I directors; (ii) to ratify the appointment of Ernst & Young LLP as Shake Shack's independent registered public accounting firm for the fiscal year ending December 31, 2025; and (iii) to conduct an advisory vote on the compensation of named executive officers. The results of the stockholder vote are set forth below.

Proposal 1 - Election of Directors

Shake Shack's stockholders elected three nominees, Daniel Meyer, Jeff Flug, and Lori George, as Class I directors to hold office until the annual meeting of stockholders to be held during Shake Shack's 2028 fiscal year and until their respective successor is duly elected and qualified. The results of the stockholder vote are set forth below:

Name Votes For Votes Withheld Broker Non-Votes
Daniel Meyer 29,821,669 3,320,031 4,374,237
Jeff Flug 30,974,665 2,167,035 4,374,237
Lori George 23,660,329 9,481,371 4,374,237

Proposal 2 - Ratification of the Appointment of Independent Registered Public Accounting Firm for the Fiscal Year Ending December 31, 2025

Shake Shack's stockholders ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2025. The voting results are set forth below:

Votes For Votes Against Abstentions Broker Non-Votes
37,333,875 161,865 20,197 0

Proposal 3 - Advisory Vote on the Compensation of Named Executive Officers

Shake Shack's stockholders approved the advisory resolution approving the compensation of Shake Shack's Named Executive Officers. The voting results are set forth below:

Votes For Votes Against Abstentions Broker Non-Votes
31,508,136 1,494,774 138,790 4,374,237
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