
				(As Restated)
		December 27 2023		December 28 2022
ASSETS
Current assets:
	Cash	$	6,672	$	7,152

	Prepaid expenses	63		62
	Total current assets	6,735		7,214
Deferred income taxes, net		328,870		324,113
Investment in SSE Holdings		362,296		337,939
Note receivable from SSE Holdings		216,946		209,013
Note receivable - conversion option		12,900		6,300
Due from SSE Holdings		8,213		2,963
TOTAL ASSETS		$	935,960	$	887,542
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:

	Accounts payable	146		39
	Accrued expenses	621		113
	Due to SSE Holdings	22,027		16,975

	Total current liabilities	22,794		17,127
Long-term debt		245,636		244,589
Liabilities under tax receivable agreement, net of current portion		235,613		234,893
Total liabilities		504,043		496,609
Commitments and contingencies
Stockholders' equity:
	Preferred stock, no par value—10,000,000 shares authorized; none issued and outstanding as of December 27, 2023 and December 28, 2022.	—		—

	Class A common stock, $0.001 par value—200,000,000 shares authorized; 39,474,315 and 39,284,998 shares issued and outstanding as of December 27, 2023 and December 28, 2022, respectively.	39		39
	Class B common stock, $0.001 par value—35,000,000 shares authorized; 2,834,513 and 2,869,513 shares issued and outstanding as of December 27, 2023 and December 28, 2022, respectively.	3		3
	Additional paid-in capital	426,601		415,649
	Retained earnings (accumulated deficit)	5,277		(24,758)
	Accumulated other comprehensive loss	(3)		—
Total stockholders' equity		431,917		390,933
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY		$	935,960	$	887,542


	Fiscal Year Ended
			(As Restated)		(As Restated)
	December 27 2023		December 28 2022		December 29 2021
Intercompany revenue	$	7,971	$	2,293	$	2,878
TOTAL REVENUE	7,971		2,293		2,878
General and administrative expenses	6,663		3,132		2,491

Intercompany expenses	54		67		—
TOTAL EXPENSES	6,717		3,199		2,491
INCOME (LOSS) FROM OPERATIONS	1,254		(906)		387
Equity in net income (loss) from SSE Holdings	10,091		(25,335)		(19,393)
Other income (expense), net	14,533		(1,767)		(25,593)
Interest expense	(1,047)		(1,047)		(867)
INCOME (LOSS) BEFORE INCOME TAXES	24,831		(29,055)		(45,466)
Income tax benefit	(5,203)		(5,783)		(21,677)
NET INCOME (LOSS)	$	30,034	$	(23,272)	$	(23,789)


		Fiscal Year Ended
				(As Restated)		(As Restated)
		December 27 2023		December 28 2022		December 29 2021
Net income (loss)		$	30,034	$	(23,272)	$	(23,789)
Other comprehensive loss, net of tax(1):
	Change in foreign currency translation adjustment	(3)		(1)		(2)



OTHER COMPREHENSIVE LOSS		(3)		(1)		(2)
COMPREHENSIVE INCOME (LOSS)		$	30,031	$	(23,273)	$	(23,791)


			Fiscal Year Ended
					(As Restated)		(As Restated)
			December 27 2023		December 28 2022		December 29 2021
OPERATING ACTIVITIES
Net income (loss)			$	30,034	$	(23,272)	$	(23,789)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
	Equity in net (income) loss from SSE Holdings		(10,091)		25,335		19,393
	Amortization of debt issuance costs		1,047		1,047		867
	Equity-based compensation		894		614		526

	Deferred income taxes		(5,249)		(5,783)		(21,677)

	(Gain) loss on note receivable - conversion option		(6,600)		9,700		32,200
	Other non-cash income		(7,933)		(7,934)		(6,609)
	Changes in operating assets and liabilities:

		Prepaid expenses and other current assets	(1)		2		(19)
		Due to SSE Holdings	(3,944)		(728)		(8,229)
		Accounts payable	107		30		6
		Accrued expenses	512		(104)		118


NET CASH USED IN OPERATING ACTIVITIES			(1,224)		(1,093)		(7,213)
INVESTING ACTIVITIES
Purchases of LLC Interests from SSE Holdings			(11,731)		(7,619)		(41,875)
Loan to SSE Holdings			—		—		(243,750)

NET CASH USED IN INVESTING ACTIVITIES			(11,731)		(7,619)		(285,625)
FINANCING ACTIVITIES
Proceeds from issuance of convertible notes, net of discount			—		—		243,750
Debt issuance costs			—		—		(1,075)

Proceeds from issuance of Class A common stock to SSE Holdings upon settlement of equity awards			11,731		7,619		41,875

Proceeds from stock option exercises			744		424		6,640

NET CASH PROVIDED BY FINANCING ACTIVITIES			12,475		8,043		291,190
DECREASE IN CASH			(480)		(669)		(1,648)
CASH AT BEGINNING OF PERIOD			7,152		7,821		9,469
CASH AT END OF PERIOD			$	6,672	$	7,152	$	7,821

Shake Shack Inc. (the "Parent Company") was formed on September 23, 2014 as a Delaware corporation and is a holding company with no direct operations. The Parent Company's assets consist primarily of its equity interest in SSE Holdings, LLC ("SSE Holdings"), certain deferred tax assets and its note receivable from SSE Holdings.

The Parent Company's cash inflows are primarily from cash dividends or distributions and other transfers from SSE Holdings. The amounts available to the Parent Company to fulfill cash commitments and pay cash dividends on its common stock are subject to certain restrictions in SSE Holdings' Revolving Credit Facility. Refer to Note 9, Debt, in the accompanying Consolidated Financial Statements, for additional information.

These Condensed Parent Company financial statements should be read in conjunction with the Consolidated Financial Statements of Shake Shack Inc. and the accompanying notes thereto, included in Part II, Item 8. For purposes of these condensed financial statements, the Parent Company's interest in SSE Holdings is recorded based upon its proportionate share of SSE Holdings' net assets (similar to presenting them on the equity method).

The Parent Company is the sole managing member of SSE Holdings, and pursuant to the Third Amended and Restated LLC Agreement of SSE Holdings (the “SSE Holdings LLC Agreement”), receives compensation in the form of reimbursements for all costs associated with being a public company and maintaining its existence. Intercompany revenue consists of these reimbursement payments and is recognized when the corresponding expense to which it relates is recognized. Certain intercompany balances presented in these Condensed Parent Company financial statements are eliminated in the Company's Consolidated Financial Statements.

In connection with the preparation of the Company's Consolidated Financial Statements as of and for the fiscal year ended December 27, 2023, the Company discovered that in prior years it had not appropriately accounted for the deferred tax asset associated with its investment in SSE Holdings, primarily due to incorrect accounting for state tax depreciation. The error resulted in an overstatement of income tax expense of approximately $2,862 for the fiscal year ended December 28, 2022 and an understatement of income tax benefit of $4,094 for the fiscal year ended December 29, 2021 and deferred tax assets were understated for the impacted periods. The error also resulted in an understatement of retained earnings and deferred tax assets as of December 26, 2020 of approximately $10,094 related to prior periods. The error did not impact total revenue or loss before income taxes for the fiscal years ended December 28, 2022 and December 29, 2021. Refer to Note 3, Restatement of Previously Issued Consolidated Financial Statements, to the Company's Consolidated Financial Statements included in Part II, Item 8, for additional information.


	December 28, 2022						December 29, 2021
CORRECTED CONDENSED BALANCE SHEETS	As previously reported		Impact of Adjustment		As Restated		As previously reported		Impact of Adjustment		As Restated
Deferred income taxes, net	$	307,025	$	17,088	$	324,113	$	304,442	$	14,205	$	318,647
Additional paid-in capital	415,611		38		415,649		405,940		17		405,957
Retained earnings (accumulated deficit)	(41,808)		17,050		(24,758)		(15,674)		14,188		(1,486)


	December 28, 2022						December 29, 2021
CORRECTED CONDENSED STATEMENTS OF LOSS	As previously reported		Impact of Adjustment		As Restated		As previously reported		Impact of Adjustment		As Restated
Income tax benefit	$	(2,921)	$	(2,862)	$	(5,783)	$	(17,583)	$	(4,094)	$	(21,677)
Net loss	(26,134)		2,862		(23,272)		(27,883)		4,094		(23,789)


	December 28, 2022						December 29, 2021
CORRECTED CONDENSED STATEMENTS OF CASH FLOWS	As previously reported		Impact of Adjustment		As Restated		As previously reported		Impact of Adjustment		As Restated
Net income (loss)	$	(26,134)	$	2,862	$	(23,272)	$	(27,883)	$	4,094	$	(23,789)
Deferred income taxes	(4,126)		(1,657)		(5,783)		(17,583)		(4,094)		(21,677)
Accrued expenses(1)	1,101		(1,205)		(104)		118		—		118
Net cash used in Operating activities	(1,093)		—		(1,093)		(7,213)		—		(7,213)

In March 2021, contemporaneously with the issuance of the Convertible Notes described in Note 4, Debt, below, the Parent Company entered into a $250,000 intercompany note with SSE Holdings (the "Intercompany Note"). The Intercompany Note will mature in March 2028 unless the Parent Company exercises its right to convert the Intercompany Note to maintain at all times a one-to-one ratio between the number of common units, directly or indirectly, held by the Parent Company and the aggregate number of outstanding shares of Class A common stock. As of December 27, 2023 and December 28, 2022, the balance of the Note receivable from SSE Holdings was $216,946 and $209,013, respectively, net of accretion.

The Parent Company's right to convert the Intercompany Note into common units of SSE Holdings (the "Conversion Option") is required to be bifurcated from the Intercompany Note and shown separately on the Parent Company's Condensed Balance Sheets. The Conversion Option is to be recorded at fair value and remeasured at each subsequent reporting date. As of December 27, 2023 and December 28, 2022, the fair value of the Conversion Option was $12,900 and $6,300, respectively.

In March 2021, the Parent Company issued $250,000 aggregate principal amount of 0% Convertible Senior Notes (“Convertible Notes”) which will mature on March 1, 2028, unless earlier converted, redeemed or repurchased in certain circumstances. Upon conversion, the Parent Company pays or delivers, as the case may be, cash, shares of Class A common stock or a combination of cash and shares of Class A common stock, at the Company's election. Refer to Note 9, Debt, in the Company's Consolidated Financial Statements, included in Part II, Item 8, for additional information relating to the Convertible Notes.

On February 4, 2015, the Parent Company entered into a tax receivable agreement with the non-controlling interest holders that provides for payments to the non-controlling interest holders of 85% of the amount of any tax benefits that the Parent Company actually realizes, or in some cases is deemed to realize, as a result of certain transactions. Refer to Note 15, Income Taxes, to the Company's Consolidated Financial Statements included in Part II, Item 8, for additional information relating to the Parent Company's Tax Receivable Agreement. As described in Note 18, Commitments and Contingencies, to the Company's Consolidated Financial Statements, amounts payable under the Tax Receivable Agreement are contingent upon, among other things, (i) generation of future taxable income of Shake Shack Inc. over the term of the Tax Receivable Agreement and (ii) future


				(As Restated)		(As Restated)
		2023		2022		2021
Cash paid for:
	Income taxes	$	9	$	—	$	19

Non-cash investing activities:
	Accrued contribution related to stock option exercises	744		424		6,731


	Class A common stock issued in connection with the acquisition of LLC Interests upon redemption by the non-controlling interest holders	265		313		33

	Non-cash contribution made in connection with equity awards granted to employees of SSE Holdings	10,305		6,988		11,468
Non-cash financing activities:



	Establishment of liabilities under tax receivable agreement	720		844		1,093