Stephanie Sentell
About Stephanie Sentell
Stephanie Sentell (age 46) has served as Shake Shack’s Chief Operations Officer (COO) since July 1, 2024, following senior operations roles at Inspire Brands, Arby’s, and Dairy Queen. She holds an A.S. in Marketing Communications from the University of Wisconsin–River Falls . Company performance context during her first year of tenure: FY2024 total revenue rose 15.2% to $1,252.6 million, same-Shack sales grew 3.6%, and restaurant-level profit margin expanded; Adjusted EBITDA was $188.0 million and TSR value-of-$100 stood at $220.23 . Management and the CFO explicitly credited operations leadership led by Sentell with improved labor attainment and a 190 bps year-over-year expansion in restaurant-level margin in Q2 2025 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Inspire Brands | SVP, Company Operations | Not disclosed | Led company operations in a multi-brand platform; foundation for execution discipline |
| Inspire Brands | SVP, Restaurant Operations & Innovation | Jun 2020–Apr 2023 | Drove ops innovation; performance and process improvements |
| Arby’s Restaurant Group | SVP, Restaurant Excellence | Jan 2018–2020 | Standards/quality; operational excellence programs |
| Arby’s Restaurant Group | SVP, Product Development & Menu Delivery | Nov 2016–Feb 2018 | Menu development and delivery process |
| Dairy Queen | Director of Marketing; Franchise Owner | ~11 years | P&L exposure and marketing leadership; franchise operations insights |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Dairy Queen | Franchise Owner | Not disclosed | Direct ownership/operations experience |
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual Base Salary (FY2024) | $550,000 | Initial base at appointment as COO |
| Sign-on Cash Award | $750,000 | Subject to repayment if terminated for Cause or resigns without Good Reason within 12 months |
| Target Bonus % | 75% of base | Maximum payout 200% of target |
| Housing/Commuting Stipend | $24,000 | With $10,190 gross-up (2024) |
Performance Compensation
| Plan | Metric | Weighting | Target | Actual | Payout |
|---|---|---|---|---|---|
| 2024 Short-Term Cash Incentive (COO) | Semi-Annual Total Revenue | 33% | Not disclosed | Not disclosed | Part of total payout 122.7% (pro-rated) |
| 2024 Short-Term Cash Incentive (COO) | Semi-Annual Adjusted EBITDA | 33.5% | Not disclosed | Not disclosed | See above |
| 2024 Short-Term Cash Incentive (COO) | Semi-Annual Restaurant-Level Profit Margin | 33.5% | Not disclosed | Not disclosed | See above |
| 2025 Short-Term Incentive (NEOs) | Adjusted EBITDA | 50% | Not disclosed | Not disclosed | Design adopted for 2025 |
| 2025 Short-Term Incentive (NEOs) | Restaurant-Level Profit Margin | 25% | Not disclosed | Not disclosed | Design adopted for 2025 |
| 2025 Short-Term Incentive (NEOs) | Same-Shack Sales | 25% | Not disclosed | Not disclosed | Design adopted for 2025 |
| Cash Incentive Result (FY2024) | Target Value | Actual Payout % | Actual Award ($) |
|---|---|---|---|
| COO (pro-rated post 7/1/24 start) | $201,717 | 122.7% | $247,574 |
| Equity Awards (FY2024) | Grant Type | Grant Date | Shares/Units | Vesting Schedule | Grant Date Fair Value |
|---|---|---|---|---|---|
| COO | RSUs (sign-on/annual under 2025 Plan) | Jul 15, 2024 | 8,703 | Equal installments on Jul 15, 2025–2028 | $750,025 |
Notes:
- Beginning FY2025, Sentell is eligible for annual equity awards with grant date fair value at least $750,000 .
- No options or PSUs were disclosed for Sentell in FY2024; RSUs only .
Equity Ownership & Alignment
| Category | Detail |
|---|---|
| Beneficial Ownership (Record Date) | 0 shares of Class A common stock beneficially owned; ownership % “—” |
| Unvested RSUs (12/25/2024) | 8,703 RSUs; market value $1,149,057 (based on 12/25/2024 close) |
| Options | None disclosed (no exercisable/unexercisable options) |
| Stock Ownership Guidelines | Must hold stock equal to 1x annual base salary within 5 years of hire (by July 1, 2029 for Sentell) |
| Hedging/Pledging | Prohibited for employees and directors (anti-hedging, anti-short-sale, anti-pledging) |
| 10b5-1 Plans | Policy contains guidelines and requirements for establishment of Rule 10b5-1 plans |
Vesting schedule implications:
- The 7/15/2024 RSU grant vests in four equal annual tranches on July 15, 2025–2028, creating predictable settlement dates that can drive periodic insider selling needs for tax withholding or diversification, subject to policy windows and potential 10b5‑1 plans .
Employment Terms
- Appointment/Term: Appointed COO effective July 1, 2024; employment term through July 1, 2027 with automatic one‑year renewals unless non‑extension notice is given ≥90 days prior to expiration .
- Severance (termination without Cause or resignation for Good Reason): 12 months base salary, prorated annual bonus based on actual performance, and COBRA reimbursement for up to 12 months; no severance if restrictive covenants are breached .
- Restrictive Covenants: 12‑month non‑compete and non‑solicit post‑termination covering “better burger,” QSR/fast food with emphasis on burgers, and fast casual restaurants .
- Clawback: Dodd-Frank compliant clawback adopted effective December 1, 2023 for erroneously awarded incentive compensation upon required accounting restatement .
- Insider Trading Policy: Prohibits hedging, pledging, and prescribes rules for 10b5‑1 plans .
Compensation Summary (FY2024)
| Metric | Amount ($) |
|---|---|
| Salary | 268,956 |
| Bonus (sign-on cash) | 750,000 |
| Stock Awards (RSUs) | 750,025 |
| Non-Equity Incentive (STIP payout) | 247,574 |
| All Other Compensation | 40,768 |
| Total | 2,057,323 |
Performance & Track Record Highlights
- Operations Impact: CFO cited “foundational” operations led by Stephanie Sentell and Damon Thomas as key to stable labor attainment and margin expansion; restaurant-level margin expanded by 190 bps YoY in Q2 2025, enabling increased marketing investments and driving flow‑through . CEO described a disciplined scorecard with Sentell meeting weekly with four VPs to drive KPIs, underpinning labor at ~26% and COGS 28–29% with supply chain opportunities .
- Company Results: FY2024 total revenue +15.2% to $1,252.6 million; same-Shack sales +3.6% . Adjusted EBITDA was $188.0 million; TSR value-of-$100 was $220.23 .
Compensation Governance & Peer Context
- Pay-for-Performance: Short-term incentives for NEOs are tied to Adjusted EBITDA, restaurant-level margin, and same-Shack sales (50%/25%/25%) for FY2025; COO’s FY2024 metrics were revenue, Adjusted EBITDA, and restaurant-level margin on a semi-annual basis .
- Committee: Compensation Committee members—Sumaiya Balbale (Chair), Charles Chapman III, Anna Fieler, Jeff Flug, Lori George .
- Say-on-Pay: 2024 say‑on‑pay approval >90.5% .
Risk Indicators & Red Flags
- Hedging/Pledging: Prohibited—reduces misalignment risk .
- Change‑of‑Control Economics: Not specifically disclosed for Sentell beyond standard director RSU acceleration language; NEO change‑in‑control terms not detailed—no special severance multiples reported for Sentell .
- Tax Gross‑Ups: Not disclosed for Sentell beyond commuting/housing stipend gross‑up ($10,190 in 2024) .
- Related Party Transactions / Legal Proceedings: None disclosed specific to Sentell in available filings.
Equity Ownership & Vesting Details (as of 12/25/2024)
| Award/Ownership | Shares/Units | Status/Value | Vesting Dates |
|---|---|---|---|
| Beneficially Owned (Class A) | 0 | — | — |
| RSUs (7/15/2024 grant) | 8,703 | $1,149,057 market value | 7/15/2025; 7/15/2026; 7/15/2027; 7/15/2028 |
| Options | — | — | — |
Investment Implications
- Compensation alignment: Sentell’s cash bonus and STIP metrics tie directly to operational performance drivers (Adjusted EBITDA, restaurant-level margin, revenue/same‑Shack sales), aligning COO incentives with key near‑term levers for margins and comp sales . Equity is RSU‑heavy (no options), reducing risk-taking skew but maintaining retention via multi‑year vesting .
- Retention & severance: A standard 12‑month severance and 12‑month non‑compete/non‑solicit create moderate retention and transition protection without outsized change‑in‑control payouts; violation of covenants cancels severance, increasing compliance incentives .
- Insider selling pressure: Predictable annual RSU vesting dates (July 15, 2025–2028) may create episodic selling needs for tax withholdings or diversification; policy windows and 10b5‑1 plan guidelines govern trading, and anti‑hedging/pledging reduces misalignment risk .
- Ownership alignment: As of the record date, Sentell had no beneficially owned Class A shares but holds unvested RSUs; she must meet 1x salary stock ownership within five years of hire (by July 1, 2029), a reasonable runway to accumulate shares via vesting and potential open‑market purchases .
- Execution signal: Management commentary linking margin expansion and labor attainment to operations leadership (explicitly naming Sentell) supports confidence in execution on core KPIs that drive STIP payouts and long‑term value creation .