Shake Shack Inc.

Previous wording

“System-wide sales” is an operating measure and consists of sales from Company-operated Shacks and licensed Shacks. The Company does not recognize the sales from licensed Shacks as revenue. Of these amounts, revenue is limited to licensing revenue based on a percentage of sales from licensed Shacks, as well as certain up-front fees, such as territory fees and opening fees.

Current wording

“System-wide sales” is an operating measure and consists of sales from Company-operated Shacks and licensed Shacks. The Company does not recognize the sales from licensed Shacks as revenue. Of these amounts, revenue is limited to licensing revenue based on a percentage of sales from licensed Shacks, as well as certain up-front fees, such as territory fees, opening fees, and termination fees.

Previous wording

Same-Shack sales for the thirteen weeks ended June 25, 2025 increased 1.8% compared to the same period last year, driven by a 2.5% increase in price mix, partially offset by a 0.7% decline in guest traffic. Same-Shack sales for the twenty-six weeks ended June 25, 2025 increased 2.2% compared to the same period last year, driven by a 4.1% increase in price mix, partially offset by a 1.9% decline in guest traffic. For the purpose of calculating same-Shack sales for the thirteen and twenty-six weeks ended June 25, 2025, Shack sales for 257 Shacks were included in the comparable Shack base.

Current wording

Same-Shack sales for the thirteen weeks ended September 24, 2025 increased 4.9% compared to the same period last year, driven by a 3.6% increase in price mix and a 1.3% increase in guest traffic. Same-Shack sales for the thirty-nine weeks ended September 24, 2025 increased 2.4% compared to the same period last year, driven by a 3.6% increase in price mix, partially offset by a 1.2% decline in guest traffic. For the purpose of calculating same-Shack sales for the thirteen and thirty-nine weeks ended September 24, 2025, Shack sales for 268 Shacks were included in the comparable Shack base.

Previous wording

Average weekly sales were $78,000 for the thirteen weeks ended June 25, 2025, compared to $77,000 for the same period last year, primarily driven by higher menu prices and the closure of nine underperforming Company-operated Shacks in the third quarter of fiscal 2024, partially offset by a decrease in guest traffic and items per check. Average weekly sales were $75,000 for the twenty-six weeks ended June 25, 2025, which was flat compared to the same period last year, primarily driven by higher menu prices and the closure of nine underperforming Company-operated Shacks in the third quarter of fiscal 2024, partially offset by a decline in guest traffic.

Current wording

Average weekly sales were $78,000 for the thirteen weeks ended September 24, 2025, compared to $76,000 for the same period last year, primarily driven by higher menu prices and menu mix, partially offset by a decrease in items per check. Average weekly sales were $76,000 for the thirty-nine weeks ended September 24, 2025, compared to $75,000 for the same period last year, primarily driven by higher menu prices and the closure of nine underperforming Company-operated Shacks in the third quarter of fiscal 2024, partially offset by a decline in guest traffic.

Previous wording

System-wide sales for the thirteen weeks ended June 25, 2025 increased 13.7% to $549.9 million compared to the same period last year. System-wide sales for the twenty-six weeks ended June 25, 2025 increased 12.1% to $1,039.3 million compared to the same period last year.

Current wording

System-wide sales for the thirteen weeks ended September 24, 2025 increased 15.4% to $571.5 million compared to the same period last year. System-wide sales for the thirty-nine weeks ended September 24, 2025 increased 13.3% to $1,610.8 million compared to the same period last year.

Previous wording

Digital sales for the thirteen weeks ended June 25, 2025 increased 16.6% to $122.5 million compared to the same period last year. Digital sales for the twenty-six weeks ended June 25, 2025 increased 15.5% to $240.5 million compared to the same period last year. Digital sales includes orders placed on the Shake Shack app, website and third-party delivery platforms, which represented 35.7% and 36.8%, respectively, of Shack sales during the thirteen and twenty-six weeks ended June 25, 2025.

Current wording

Digital sales for the thirteen weeks ended September 24, 2025 increased 19.1% to $124.2 million compared to the same period last year. Digital sales for the thirty-nine weeks ended September 24, 2025 increased 16.7% to $364.7 million compared to the same period last year. Digital sales includes orders placed on the Shake Shack app, website and third-party delivery platforms, which represented 35.2% and 36.3%, respectively, of Shack sales during the thirteen and thirty-nine weeks ended September 24, 2025.

Previous wording

During the thirteen weeks ended June 25, 2025, we opened 13 new Company-operated Shacks and nine new licensed Shacks. There was one permanent licensed Shack closure in the second quarter of 2025.

Current wording

During the thirteen weeks ended September 24, 2025, we opened 13 new Company-operated Shacks and seven new licensed Shacks.

Previous wording

As of June 25, 2025, there were 610 Shacks in operation system wide, of which 346 were Company-operated Shacks and 264 were licensed Shacks.

Current wording

As of September 24, 2025, there were 630 Shacks in operation system wide, of which 359 were Company-operated Shacks and 271 were licensed Shacks.

Previous wording

The following table summarizes our results of operations for the thirteen and twenty-six weeks ended June 25, 2025 and June 26, 2024:

Current wording

The following table summarizes our results of operations for the thirteen and thirty-nine weeks ended September 24, 2025 and September 25, 2024:

Previous wording

28 |Shake Shack Inc. Form 10-Q which contributed $34.5 million, as well as increased menu prices, partially offset by the impact from the closure of nine Company-operated Shacks in fiscal 2024 and a decline in items per check.

Current wording

September 24, 2025, which contributed $36.1 million, as well as increased menu prices, partially offset by a decline in items per check and the impact from the closure of nine Company-operated Shacks in fiscal 2024.

Previous wording

Shack sales for the twenty-six weeks ended June 25, 2025 increased 11.4% to $653.1 million versus the same period last year. The increase was primarily due to the opening of 44 new Company-operated Shacks between June 26, 2024 and June 25, 2025, which contributed $59.4 million, as well as increased menu prices, partially offset by the impact from the closure of nine Company-operated Shacks in fiscal 2024 and a decline in guest traffic.

Current wording

Shack sales for the thirty-nine weeks ended September 24, 2025 increased 12.9% to $1,005.9 million versus the same period last year. The increase was primarily due to the opening of 49 new Company-operated Shacks between September 25, 2024 and September 24, 2025, which contributed $80.5 million, as well as increased menu prices, partially offset by the impact from the closure of nine Company-operated Shacks in fiscal 2024.

Previous wording

Licensing revenue is comprised of license fees and opening fees and territory fees for certain licensed Shacks. License fees are calculated as a percentage of sales and territory fees are payments for the exclusive right to develop Shacks in a specific geographic area.

Current wording

Licensing revenue is comprised of license fees and opening fees, territory fees, and termination fees for certain licensed Shacks. License fees are calculated as a percentage of sales and territory fees are payments for the exclusive right to develop Shacks in a specific geographic area.

Previous wording

Licensing revenue for the thirteen weeks ended June 25, 2025 increased 20.2% to $13.2 million versus the same period last year. Licensing revenue for the twenty-six weeks ended June 25, 2025 increased 15.9% to $24.3 million versus the same period last year. The increases for the thirteen and twenty-six weeks ended June 25, 2025 were primarily due to the opening of 28 net new licensed Shacks between June 26, 2024 and June 25, 2025, which contributed $1.2 million and $1.8 million, respectively, as well as higher sales from our partnership with Delta Air Lines and existing domestic licensed Shacks.

Current wording

Licensing revenue for the thirteen weeks ended September 24, 2025 increased 21.1% to $14.6 million versus the same period last year. Licensing revenue for the thirty-nine weeks ended September 24, 2025 increased 17.8% to $38.9 million versus the same period last year. The increases for the thirteen and thirty-nine weeks ended September 24, 2025 were primarily due to the opening of 29 net new licensed Shacks between September 25, 2024 and September 24, 2025, which contributed $1.4 million and $2.7 million, respectively, as well as revenue recognized from the contract termination of a licensed partner and higher sales at existing domestic licensed Shacks and from our partnership with Delta Air Lines.

Previous wording

Food and paper costs for the thirteen weeks ended June 25, 2025 increased 13.6% to $96.6 million versus the same period last year. Food and paper costs for the twenty-six weeks ended June 25, 2025 increased 10.5% to $182.7 million versus the same period last year. The increases for the thirteen and twenty-six weeks ended June 25, 2025 were primarily due to the opening of 44 new Company-operated Shacks between June 26, 2024 and June 25, 2025, which contributed approximately $10.0 million and $17.1 million, respectively, partially offset by the closure of nine Company-operated Shacks in fiscal 2024.

Current wording

Food and paper costs for the thirteen weeks ended September 24, 2025 increased 20.2% to $103.5 million versus the same period last year. Food and paper costs for the thirty-nine weeks ended September 24, 2025 increased 13.8% to $286.1 million versus the same period last year. The increases for the thirteen and thirty-nine weeks ended September 24, 2025 were primarily due to the opening of 49 new Company-operated Shacks between September 25, 2024 and September 24, 2025, which contributed approximately $10.9 million and $23.8 million, respectively, partially offset by the closure of nine Company-operated Shacks in fiscal 2024.

Previous wording

As a percentage of Shack sales, the increase in Food and paper costs for the thirteen weeks ended June 25, 2025 was primarily driven increased commodity costs, mainly beef, and marketing promotions, partially offset by increased menu prices. As a percentage of Shack sales, the decrease in Food and paper costs for the twenty-six weeks ended June 25, 2025 was primarily driven by increased menu prices and deflation of paper costs, partially offset by increased commodity costs, mainly beef and marketing promotions.

Current wording

As a percentage of Shack sales, the increase in Food and paper costs for the thirteen weeks ended September 24, 2025 was primarily driven by increased commodity costs, mainly beef, and unfavorable menu mix, partially offset by increased menu prices. As a percentage of Shack sales, the increase in Food and paper costs for the thirty-nine weeks ended September 24, 2025 was primarily driven by unfavorable menu mix and increased commodity costs, mainly beef, partially offset by increased menu prices.

Previous wording

Labor and related expenses for the thirteen weeks ended June 25, 2025 increased 1.7% to $88.1 million versus the same period last year. Labor and related expenses for the twenty-six weeks ended June 25, 2025 increased 3.9% to $174.7 million versus the same period last year. The increases for the thirteen and twenty-six weeks ended June 25, 2025 were primarily due to the opening of 44 new Company-operated Shacks between June 26, 2024 and June 25, 2025, partially offset by labor efficiencies and the closure of nine Company-operated Shacks in fiscal 2024.

Current wording

Labor and related expenses for the thirteen weeks ended September 24, 2025 increased 2.9% to $88.0 million versus the same period last year. Labor and related expenses for the thirty-nine weeks ended September 24, 2025 increased 3.6% to $262.8 million versus the same period last year. The increases for the thirteen and thirty-nine weeks ended September 24, 2025 were primarily due to the opening of 49 new Company-operated Shacks between September 25, 2024 and September 24, 2025, partially offset by labor efficiencies and the closure of nine Company-operated Shacks in fiscal 2024.

Previous wording

As a percentage of Shack sales, the decreases in Labor and related expenses for the thirteen and twenty-six weeks ended June 25, 2025 were primarily due to labor efficiencies, partially offset by increased wages and incremental expenses from the opening of 44 new Company-operated Shacks between June 26, 2024 and June 25, 2025.

Current wording

As a percentage of Shack sales, the decreases in Labor and related expenses for the thirteen and thirty-nine weeks ended September 24, 2025 were primarily due to labor efficiencies, partially offset by increased wages and incremental expenses from the opening of 49 new Company-operated Shacks between September 25, 2024 and September 24, 2025.

Previous wording

Other operating expenses for the thirteen weeks ended June 25, 2025 increased 15.5% to $50.8 million versus the same period last year. Other operating expenses for the twenty-six weeks ended June 25, 2025 increased 15.4% to $99.0 million versus the same period last year. The increases for the thirteen and twenty-six weeks ended June 25, 2025 were primarily due to increased transaction costs, mainly delivery commission, associated with higher sales, increased marketing spend, as well as higher facilities costs.

Current wording

Other operating expenses for the thirteen weeks ended September 24, 2025 increased 18.0% to $53.8 million versus the same period last year. Other operating expenses for the thirty-nine weeks ended September 24, 2025 increased 16.3% to $152.8 million versus the same period last year. The increases for the thirteen and thirty-nine weeks ended September 24, 2025 were primarily due to increased transaction costs, mainly delivery commission, associated with higher sales, as well as increased facilities costs and marketing spend.

Previous wording

Occupancy and related expenses for the thirteen weeks ended June 25, 2025 increased 10.2% to $25.6 million versus the same period last year. Occupancy and related expenses for the twenty-six weeks ended June 25, 2025 increased 10.6% to $50.2 million versus the same period last year. The increases for the thirteen and twenty-six weeks ended June 25, 2025 were primarily due to the opening of 44 new Company-operated Shacks between June 26, 2024 and June 25, 2025, which contributed approximately $2.2 million and $4.0 million, respectively, partially offset by the closure of nine Company-operated Shacks in fiscal 2024.

Current wording

Occupancy and related expenses for the thirteen weeks ended September 24, 2025 increased 14.3% to $27.0 million versus the same period last year. Occupancy and related expenses for the thirty-nine weeks ended September 24, 2025 increased 11.9% to $77.2 million versus the same period last year. The increases for the thirteen and thirty-nine weeks ended September 24, 2025 were primarily due to the opening of 49 new Company-operated Shacks between September 25, 2024 and September 24, 2025, which contributed approximately $2.6 million and $5.4 million, respectively, partially offset by the closure of nine Company-operated Shacks in fiscal 2024.

Previous wording

General and administrative expenses for the thirteen weeks ended June 25, 2025 increased 12.0% to $40.7 million versus the same period last year. The increase was primarily due to increased wages and other team costs to support our Shack growth as well as increased investments in marketing and technology initiatives, partially offset by a decrease in professional fees related to non-recurring matters compared to the prior year period. As a percentage of Total revenue, the decrease in General and administrative expenses for the thirteen weeks ended June 25, 2025 was primarily due to sales leverage, partially offset by the aforementioned items.

Current wording

General and administrative expenses for the thirteen weeks ended September 24, 2025 increased 24.3% to $44.4 million versus the same period last year. The increase was primarily due to increased investments in marketing as well as increased wages and other team costs to support our Shack growth, partially offset by the absence of professional fees related to non-recurring matters compared to the prior year period. As a percentage of Total revenue, the increase in General and administrative expenses for the thirteen weeks ended September 24, 2025 was primarily due to the aforementioned items.

Previous wording

General and administrative expenses for the twenty-six weeks ended June 25, 2025 increased 12.5% to $81.3 million versus the same period last year. The increase was primarily due to increased wages and other team costs to support our Shack growth as well as increased investments in marketing and legal expenses, partially offset by a decrease in professional fees related to non-recurring matters and the absence of costs associated with the restatement of prior periods included in the fiscal 2023 Form 10-K. As a percentage of Total revenue, the increase in General and administrative expenses for the twenty-six weeks ended June 25, 2025 was primarily due to the aforementioned items, partially offset by sales leverage.

Current wording

General and administrative expenses for the thirty-nine weeks ended September 24, 2025 increased 16.4% to $125.7 million versus the same period last year. The increase was primarily due to increased investments in marketing as well as increased wages and other team costs to support our Shack growth, partially offset by a decrease in professional fees related to non-recurring matters and costs associated with the restatement of prior periods included in the fiscal 2023 Form 10-K. As a percentage of Total revenue, the increase in General and administrative expenses for the thirty-nine weeks ended September 24, 2025 was primarily due to the aforementioned items.

Previous wording

Depreciation and amortization expense for the thirteen weeks ended June 25, 2025 increased 4.1% to $26.5 million versus the same period last year. Depreciation and amortization expense for the twenty-six weeks ended June 25, 2025 increased 4.2% to $53.1 million versus the same period last year. The increases for the thirteen and twenty-six weeks ended June 25, 2025 were primarily due to incremental depreciation of capital expenditures related to the opening of 44 new Company-operated Shacks between June 26, 2024 and June 25, 2025, partially offset by a reduction in depreciation expense due to fully depreciated technology projects and assets compared to the prior year period and the closure of nine Company-operated Shacks in fiscal 2024.

Current wording

Depreciation and amortization expense for the thirteen weeks ended September 24, 2025 increased 5.3% to $27.1 million versus the same period last year. Depreciation and amortization expense for the thirty-nine weeks ended September 24, 2025 increased 4.6% to $80.2 million versus the same period last year. The increases for the thirteen and thirty-nine weeks ended September 24, 2025 were primarily due to incremental depreciation of capital expenditures related to the opening of 49 new Company-operated Shacks between September 25, 2024 and September 24, 2025, partially offset by a reduction in depreciation expense due to fully depreciated technology projects and assets compared to the prior year period and the closure of nine Company-operated Shacks in fiscal 2024.

Previous wording

Pre-opening costs for the thirteen weeks ended June 25, 2025 increased 23.4% to $5.0 million versus the same period last year. The increase was primarily due to increased wages and team costs for our Shack teams related to the timing of Shack openings throughout the year and increased legal costs associated with accelerating the development pipeline, as well as increased smallwares compared to the prior year period.

Current wording

Pre-opening costs for the thirteen weeks ended September 24, 2025 increased 26.3% to $4.6 million versus the same period last year. The increase was primarily due to increased wages and team costs for our Shack teams related to the timing of Shack openings throughout the year and increased legal costs to support our larger development pipeline.

Previous wording

Pre-opening costs for the twenty-six weeks ended June 25, 2025 increased 20.8% to $8.2 million versus the same period last year. The increase was primarily due to increased legal costs associated with accelerating the development pipeline, increased wages and team costs for our Shack teams related to the timing of Shack openings throughout the year, as well as increased utilities.

Current wording

Pre-opening costs for the thirty-nine weeks ended September 24, 2025 increased 22.7% to $12.8 million versus the same period last year. The increase was primarily due to increased legal costs to support our development pipeline, increased wages and team costs for our Shack teams related to the timing of Shack openings throughout the year.

Previous wording

Other income, net for the thirteen weeks ended June 25, 2025 decreased from $3.3 million to $2.9 million versus the same period last year. Other income, net for the twenty-six weeks ended June 25, 2025 decreased from $6.5 million to $5.8 million versus the same period last year. The decreases for the thirteen and twenty-six weeks ended June 25, 2025 were primarily due to a change from investments in the prior year to cash equivalents in the current year.

Current wording

Other income, net for the thirty-nine weeks ended September 24, 2025 decreased to $8.9 million versus the same period last year. The decrease was primarily due to a change from investments in the prior year to cash equivalents in the current year and lower interest rates on cash equivalents.

Previous wording

Interest expense for the thirteen weeks ended June 25, 2025 increased 4.0% to $0.5 million versus the same period last year. Interest expense for the twenty-six weeks ended June 25, 2025 increased 7.3% to $1.1 million versus the same period last year. The increases for the thirteen and twenty-six weeks ended June 25, 2025 were primarily due to increased finance lease charges from the opening of 44 new Company-operated Shacks between June 26, 2024 and June 25, 2025.

Current wording

Interest expense for the thirteen weeks ended September 24, 2025 increased 1.2% to $0.5 million versus the same period last year. Interest expense for the thirty-nine weeks ended September 24, 2025 increased 5.3% to $1.6 million versus the same period last year. The increases for the thirteen and thirty-nine weeks ended September 24, 2025 were primarily due to increased finance lease charges from the opening of 49 new Company-operated Shacks between September 25, 2024 and September 24, 2025, partially offset by a decrease in various sales tax audit assessment charges compared to the prior year period.

Previous wording

Our effective income tax rates for the thirteen weeks ended June 25, 2025 and June 26, 2024 were 25.1% and 23.4%, respectively. Our effective income tax rates for the twenty-six weeks ended June 25, 2025 and June 26, 2024 were 23.2% and 22.7%, respectively. The increase in effective income tax rates were primarily driven by higher state income tax expense. The Company's ownership interest in SSE Holdings is directly related to its share of the taxable income of SSE Holdings. Our weighted average ownership interest in SSE Holdings was 94.3% and 93.7%, respectively, for the thirteen weeks ended June 25, 2025 and June 26, 2024, and 94.3% and 93.5%, respectively, for the twenty-six weeks ended June 25, 2025 and June 26, 2024. These increases in the Company's ownership interest in SSE Holdings LLC increased its share of the taxable income of SSE Holdings.

Current wording

The Company's ownership interest in SSE Holdings is directly related to its share of the taxable income of SSE Holdings. Our weighted average ownership interest in SSE Holdings was 94.3% and 94.2%, respectively, for the thirteen weeks ended September 24, 2025 and September 25, 2024, and 94.3% and 93.7%, respectively, for the thirty-nine weeks ended September 24, 2025 and September 25, 2024. These increases in the Company's ownership interest in SSE Holdings LLC increased its share of the taxable income of SSE Holdings.

Previous wording

We are the sole managing member of SSE Holdings and have the sole voting power in, and control the management of, SSE Holdings. Accordingly, we consolidate the financial results of SSE Holdings and report a non-controlling interest on our Condensed Consolidated Statements of Income, representing the portion of net income attributable to the other members of SSE Holdings. The Third Amended and Restated Limited Liability Company Agreement of SSE Holdings provides that holders of LLC Interests may, from time to time, require SSE Holdings to redeem all or a portion of their LLC Interests for newly-issued shares of Class A common stock on a one-for-one basis. In connection with any redemption or exchange, we will receive a corresponding number of LLC Interests, increasing our total ownership interest in SSE Holdings. The weighted average ownership percentages for the applicable reporting periods are used to attribute net income and other comprehensive income to Shake Shack Inc. and the non-controlling interest holders.

Current wording

We are the sole managing member of SSE Holdings and have the sole voting power in, and control the management of, SSE Holdings. Accordingly, we consolidate the financial results of SSE Holdings and report a non-controlling interest on our Condensed Consolidated Statements of Income (Loss), representing the portion of net income (loss) attributable to the other members of SSE Holdings. The Third Amended and Restated Limited Liability Company Agreement of SSE Holdings provides that holders of LLC Interests may, from time to time, require SSE Holdings to redeem all or a portion of their LLC Interests for newly-issued shares of Class A common stock on a one-for-one basis. In connection with any redemption or exchange, we will receive a corresponding number of LLC Interests, increasing our total ownership interest in SSE Holdings. The weighted average ownership percentages for the applicable reporting periods are used to attribute net income (loss) and other comprehensive income (loss) to Shake Shack Inc. and the non-controlling interest holders.

Previous wording

Net income attributable to non-controlling interests for the thirteen weeks ended June 25, 2025 increased to $1.3 million from $0.7 million in the same period last year. Net income attributable to non-controlling interests for the twenty-six weeks ended June 25, 2025 increased to $1.6 million from $0.9 million in the same period last year. The increases for the thirteen and twenty-six weeks ended June 25, 2025 were primarily due to increased net results compared to the same periods last year, partially offset by a decrease in the non-controlling interest holders' weighted average ownership, which was 5.7% for the thirteen and twenty-six weeks ended June 25, 2025 and 6.3% and 6.5%, respectively, for the thirteen and twenty-six weeks ended June 26, 2024.

Current wording

Net income (loss) attributable to non-controlling interests for the thirteen and thirty-nine weeks ended September 24, 2025 increased to $1.2 million and $2.8 million, respectively versus the same periods last year. The increases for the thirteen and thirty-nine weeks ended September 24, 2025 were primarily due to increased net results compared to the same periods last year, partially offset by a decrease in the non-controlling interest holders' weighted average ownership, which was 5.7% for the thirteen and thirty-nine weeks ended September 24, 2025 and 5.8% and 6.3%, respectively, for the thirteen and thirty-nine weeks ended September 25, 2024.

Previous wording

Restaurant-level profit and Restaurant-level profit margin may differ from similarly titled measures used by other companies due to different methods of calculation. Presentation of Restaurant-level profit and Restaurant-level profit margin is not intended to be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP. Restaurant-level profit excludes certain costs, such as General and administrative expenses and Pre-opening costs, which are considered normal, recurring cash operating expenses and are essential to support the operation and development of our Shacks. Therefore, this measure may not provide a complete understanding of the operating results of our Company as a whole and Restaurant-level profit and Restaurant-level profit margin should be reviewed in conjunction with our GAAP financial results. A reconciliation of Restaurant-level profit to Income from operations, the most directly comparable GAAP financial measure, is as follows.

Current wording

Restaurant-level profit and Restaurant-level profit margin may differ from similarly titled measures used by other companies due to different methods of calculation. Presentation of Restaurant-level profit and Restaurant-level profit margin is not intended to be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP. Restaurant-level profit excludes certain costs, such as General and administrative expenses and Pre-opening costs, which are considered normal, recurring cash operating expenses and are essential to support the operation and development of our Shacks. Therefore, this measure may not provide a complete understanding of the operating results of our Company as a whole and Restaurant-level profit and Restaurant-level profit margin should be reviewed in conjunction with our GAAP financial results. A reconciliation of Restaurant-level profit to Income (loss) from operations, the most directly comparable GAAP financial measure, is as follows.

Previous wording

EBITDA is defined as Net income before Interest expense (net of interest income), Income tax expense and Depreciation and amortization expense. Adjusted EBITDA is defined as EBITDA excluding equity-based compensation expense, Impairments, loss on disposal of assets, and Shack closures, amortization of cloud-based software implementation costs, as well as certain non-recurring items that we do not believe directly reflect our core operations and may not be indicative of our recurring business operations.

Current wording

EBITDA is defined as Net income (loss) before Interest expense (net of interest income), Income tax expense (benefit) and Depreciation and amortization expense. Adjusted EBITDA is defined as EBITDA excluding equity-based compensation expense, Impairments, loss on disposal of assets, and Shack closures, amortization of cloud-based software implementation costs, as well as certain non-recurring items that we do not believe directly reflect our core operations and may not be indicative of our recurring business operations.

Previous wording

EBITDA and adjusted EBITDA may differ from similarly titled measures used by other companies due to different methods of calculation. Presentation of EBITDA and adjusted EBITDA is not intended to be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP. EBITDA and adjusted EBITDA exclude certain normal recurring expenses. Therefore, these measures may not provide a complete understanding of our performance and should be reviewed in conjunction with our GAAP financial measures. A reconciliation of EBITDA and adjusted EBITDA to Net income, the most directly comparable GAAP measure, is as follows.

Current wording

EBITDA and adjusted EBITDA may differ from similarly titled measures used by other companies due to different methods of calculation. Presentation of EBITDA and adjusted EBITDA is not intended to be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP. EBITDA and adjusted EBITDA exclude certain normal recurring expenses. Therefore, these measures may not provide a complete understanding of our performance and should be reviewed in conjunction with our GAAP financial measures. A reconciliation of EBITDA and adjusted EBITDA to Net income (loss), the most directly comparable GAAP measure, is as follows.

Previous wording

(2)Expenses incurred to establish accruals related to the settlements of legal matters.

Current wording

(1)Expenses incurred to establish accruals related to the settlements of legal matters.

Previous wording

(1)Expenses incurred related to the restatement of prior periods in the 2023 Form 10-K.

Current wording

(2)Expenses incurred related to the restatement of prior periods in the 2023 Form 10-K.

Previous wording

(5)Calculated as a percentage of Total revenue, which was $356.5 million and $677.4 million for the thirteen and twenty-six weeks ended June 25, 2025, respectively, and $316.5 million and $607.0 million for the thirteen and twenty-six weeks ended June 26, 2024, respectively.

Current wording

(5)Calculated as a percentage of Total revenue, which was $367.4 million and $1,044.8 million for the thirteen and thirty-nine weeks ended September 24, 2025, respectively, and $316.9 million and $923.9 million for the thirteen and thirty-nine weeks ended September 25, 2024, respectively.

Previous wording

Adjusted pro forma net income represents Net income attributable to Shake Shack Inc. assuming the full exchange of all outstanding SSE Holdings, LLC membership interests ("LLC Interests") for shares of Class A common stock, adjusted for certain non-recurring items that we do not believe are directly related to our core operations and may not be indicative of our recurring business operations. Adjusted pro forma earnings per fully exchanged and diluted share is calculated by dividing adjusted pro forma net income by the weighted average shares of Class A common stock outstanding, assuming the full exchange of all outstanding LLC Interests, after giving effect to the dilutive effect of outstanding equity-based awards.

Current wording

Adjusted pro forma net income represents Net income (loss) attributable to Shake Shack Inc. assuming the full exchange of all outstanding SSE Holdings, LLC membership interests ("LLC Interests") for shares of Class A common stock, adjusted for certain non-recurring items that we do not believe are directly related to our core operations and may not be indicative of our recurring business operations. Adjusted pro forma earnings per fully exchanged and diluted share is calculated by dividing adjusted pro forma net income by the weighted average shares of Class A common stock outstanding, assuming the full exchange of all outstanding LLC Interests, after giving effect to the dilutive effect of outstanding equity-based awards.

Previous wording

When used in conjunction with GAAP financial measures, adjusted pro forma net income and adjusted pro forma earnings per fully exchanged and diluted share are supplemental measures of operating performance that we believe are useful measures to evaluate our performance period over period and relative to our competitors. By assuming the full exchange of all outstanding LLC Interests, we believe these measures facilitate comparisons with other companies that have different organizational and tax structures, as well as comparisons period over period because it eliminates the effect of any changes in Net income attributable to Shake Shack Inc. driven by increases in our ownership of SSE Holdings, which are unrelated to our operating performance, and excludes items that are non-recurring or may not be indicative of our ongoing operating performance.

Current wording

When used in conjunction with GAAP financial measures, adjusted pro forma net income and adjusted pro forma earnings per fully exchanged and diluted share are supplemental measures of operating performance that we believe are useful measures to evaluate our performance period over period and relative to our competitors. By assuming the full exchange of all outstanding LLC Interests, we believe these measures facilitate comparisons with other companies that have different organizational and tax structures, as well as comparisons period over period because it eliminates the effect of any changes in Net income (loss) attributable to Shake Shack Inc. driven by increases in our ownership of SSE Holdings, which are unrelated to our operating performance, and excludes items that are non-recurring or may not be indicative of our ongoing operating performance.

Previous wording

Adjusted pro forma net income and adjusted pro forma earnings per fully exchanged and diluted share may differ from similarly titled measures used by other companies due to different methods of calculation. Presentation of adjusted pro forma net income and adjusted pro forma earnings per fully exchanged and diluted share should not be considered alternatives to Net income and earnings per share, as determined under GAAP. While these measures are useful in evaluating our performance, they do not account for the earnings attributable to the non-controlling interest holders and therefore do not provide a complete understanding of the Net income attributable to Shake Shack Inc. Adjusted pro forma net income and adjusted pro forma earnings per fully exchanged and diluted share should be evaluated in conjunction with our GAAP financial results. A reconciliation of adjusted pro forma net income to Net income attributable to Shake Shack Inc., the most directly comparable GAAP measure, and the computation of adjusted pro forma earnings per fully exchanged and diluted share are set forth below.

Current wording

Adjusted pro forma net income and adjusted pro forma earnings per fully exchanged and diluted share may differ from similarly titled measures used by other companies due to different methods of calculation. Presentation of adjusted pro forma net income and adjusted pro forma earnings per fully exchanged and diluted share should not be considered alternatives to Net income (loss) and earnings (loss) per share, as determined under GAAP. While these measures are useful in evaluating our performance, they do not account for the earnings attributable to the non-controlling interest holders and therefore do not provide a complete understanding of the Net income (loss) attributable to Shake Shack Inc. Adjusted pro forma net income and adjusted pro forma earnings per fully exchanged and diluted share should be evaluated in conjunction with our GAAP financial results. A reconciliation of adjusted pro forma net income to Net income (loss) attributable to Shake Shack Inc., the most directly comparable GAAP measure, and the computation of adjusted pro forma earnings per fully exchanged and diluted share are set forth below.

Previous wording

(1)Assumes the exchange of all outstanding LLC Interests for shares of Class A common stock, resulting in the elimination of the non-controlling interest and recognition of the net income attributable to non-controlling interests. Refer to Note 11, Earnings per Share, in the accompanying Condensed Consolidated Financial Statements, for additional information.

Current wording

(1)Assumes the exchange of all outstanding LLC Interests for shares of Class A common stock, resulting in the elimination of the non-controlling interest and recognition of the net income (loss) attributable to non-controlling interests. Refer to Note 11, Earnings (Loss) per Share, in the accompanying Condensed Consolidated Financial Statements, for additional information.

Previous wording

(2)Expenses incurred related to Shack closures during fiscal 2024.

Current wording

(2)Expenses incurred related to Shack closures during fiscal 2024 and fiscal 2025 and impairment expenses incurred during fiscal 2025.

Previous wording

(5)Expenses incurred to establish accruals related to the settlements of legal matters.

Current wording

(3)Expenses incurred to establish accruals related to the settlements of legal matters.