CHIPOTLE MEXICAN GRILL INC
For the period ended Jun 11, 2026. Filed Apr 28, 2026.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Jun 11, 2026 · Filed Apr 28, 2026
CMG$34.43-2.7%Stored close · as of Nov 6, 2026
Contents
Executive Compensation Program Components and Structures
Our ongoing annual executive compensation program is comprised of three primary components:
| Base Salary | Annual Incentive Plan | Equity Compensation |
| Purpose: Attract and retain executives and provide a competitive fixed compensation element.Key features: Determined based on the executive’s experience, skills and value to Chipotle and external market data. | Purpose: Incentivize achievement of annual financial, operating and individual goals.Key features: Reflects the executive team’s performance against pre-established annual goals and metrics. Our 2025 AIP provided for payouts based on achievement against quantitative operating and financial performance goals approved by the Committee at the beginning of the year as well as evaluations of performance against individual goals and objectives. Payouts may be reduced based on food safety performance. | Purpose: Provides incentive compensation subject to future long-term performance outcomes and aligns the incentives of our executive officers with shareholder interests by rewarding the creation of shareholder value.Key features: Our LTI mix for 2025 was 60% PSUs with a three-year performance period, 20% seven-year term stock only stock appreciation rights (“SOSARs”) that vest in two equal installments on the 2nd and 3rd anniversaries of the grant date, and 20% in either SOSARs or restricted stock units (“RSUs”), at the executive’s election, that vest in two equal installments on the 2nd and 3rd anniversaries of the grant date. |
2026 Proxy Statement | 39
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