Shake Shack Inc. announced that on January 31, 2024, after more than 9 years of service, Robert Vivian and Jenna Lyons informed the Board of Directors of Shake Shack Inc. of each of their intentions to step down from the Board of the Company following the conclusion of the current director service year and to not stand for re-election as Class III directors at the Company?s 2024 Annual Meeting of Stockholders, which is expected to be held in June of 2024. Mr. Vivian also will step down as a member of the Board?s Audit Committee, the Audit Committee Chair, and Lead Independent Director, and Ms. Lyons also will step down as a member of the Board?s Nominating & Corporate Governance Committee and Compensation Committee, at the same time. As such, the Board has determined to reduce the size of the Board from thirteen (13) to eleven (11) directors, effective immediately prior to the 2024 Annual Meeting of Stockholders.

The Board expects to nominate three Class III directors to stand for re-election at the 2024 Annual Meeting of Stockholders. Following the departure of Mr. Vivian and Ms. Lyons from the Board, the Board will consist of four Class I directors, four Class II Directors, and three Class III directors. The Board has appointed Jeffrey Lawrence to replace Mr. Vivian as the Chair of the Audit Committee, and Jeff Flug to replace Mr. Vivian as the Lead Independent Director, effective immediately prior to the 2024 Annual Meeting of Stockholders.

As a result of Mr. Flug?s appointment to Lead Independent Director, Mr. Flug will resign as the Chair of the Nominating & Corporate Governance Committee, and the Board has appointed Lori George to replace Mr. Flug as the Chair of the Nominating & Corporate Governance Committee, also effective immediately prior to the 2024 Annual Meeting of Stockholders.