CHIPOTLE MEXICAN GRILL INC
For the period ended Jun 11, 2026. Filed Apr 28, 2026.
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Jun 11, 2026 · Filed Apr 28, 2026
Contents
Board Performance and Self-Evaluation Process
In consultation with the Chairman, the Chair of the Nominating and Corporate Governance Committee oversees annual Board and committee self-evaluations. The directors’ self-evaluation process includes a written questionnaire soliciting input on topics such as the overall effectiveness of the Board and its committees in performing their oversight responsibilities, the composition of the Board and each committee, the quality, rigor and effectiveness of meetings, the qualifications and effectiveness of incumbent directors, and whether the Board and each committee possess members with the right skills and experience to fulfill their responsibilities. The questionnaire is supplemented by candid, one-on-one discussions between the Committee Chair and independent directors on similar topics. Responses and observations from this process are discussed by the full Board and form the basis for process changes and setting future agendas. The Nominating and Corporate Governance Committee believes that our current self-evaluation process is designed to generate candid and real-time feedback on the efficacy of the Board and its relationship with management and considers annually whether changes in the process would be advisable. Based on the responses to the 2025 self-evaluations, the directors decided to make some adjustments to the schedule of topics reviewed at Board and Committee meetings and the processes for communications between Board meetings and make other procedural changes.
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