CMG

SEC source: 0001209191-19-037129 · doc4.xml · nonDerivative · entry 6

Garner Curtis E · CIK 0001641487 · Chief Technology Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,780

F4 · price: Reflects a weighted-average price. Actual sales prices ranged from $738.82 to $739.51 per share. The filing person undertakes to furnish to the issuer, any requesting shareholder of the issuer, or the staff of the Securities and Exchange Commission complete information regarding the number of shares sold at each separate price.

SEC source: 0001209191-19-037129 · doc4.xml · nonDerivative · entry 5

Garner Curtis E · CIK 0001641487 · Chief Technology Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 6,458

F3 · price: Reflects a weighted-average price. Actual sales prices ranged from $737.75 to $738.65 per share. The filing person undertakes to furnish to the issuer, any requesting shareholder of the issuer, or the staff of the Securities and Exchange Commission complete information regarding the number of shares sold at each separate price.

SEC source: 0001209191-19-037129 · doc4.xml · nonDerivative · entry 4

Garner Curtis E · CIK 0001641487 · Chief Technology Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 10,448

F2 · price: Reflects a weighted-average price. Actual sales prices ranged from $736.68 to $737.68 per share. The filing person undertakes to furnish to the issuer, any requesting shareholder of the issuer, or the staff of the Securities and Exchange Commission complete information regarding the number of shares sold at each separate price.

SEC source: 0001209191-19-037129 · doc4.xml · nonDerivative · entry 3

Garner Curtis E · CIK 0001641487 · Chief Technology Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 14,056

F1 · kind: Consists of shares of common stock retained by Chipotle to satisfy the reporting person's tax obligation upon exercise of the stock appreciation rights.

SEC source: 0001209191-19-037129 · doc4.xml · nonDerivative · entry 2

Garner Curtis E · CIK 0001641487 · Chief Technology Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 30,780

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

SEC source: 0001209191-19-037129 · doc4.xml · nonDerivative · entry 1

Garner Curtis E · CIK 0001641487 · Chief Technology Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 15,780

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

SEC source: 0001209191-19-032179 · doc4.xml · nonDerivative · entry 1

Hickenlooper Robin S · CIK 0001567241 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 753

F1 · shares: On May 21, 2019, the issuer granted restricted stock units ("RSUs") to each of its non-employee directors under the Amended and Restated Chipotle Mexican Grill, Inc. 2011 Stock Incentive Plan. The RSUs will settle in shares of the issuer's common stock on a one-for-one basis and will vest on the first anniversary of the grant date, subject to the reporting person's continued service on the Chipotle Board of Directors.

SEC source: 0001209191-19-032184 · doc4.xml · nonDerivative · entry 1

Baldocchi Albert S · CIK 0001351044 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 73,920

F1 · shares: On May 21, 2019, the issuer granted restricted stock units ("RSUs") to each of its non-employee directors under the Amended and Restated Chipotle Mexican Grill, Inc. 2011 Stock Incentive Plan. The RSUs will settle in shares of the issuer's common stock on a one-for-one basis and will vest on the first anniversary of the grant date, subject to the reporting person's continued service on the Chipotle Board of Directors.

F2 · balance_after: In previous Form 4 filings, an incorrect amount was reported in Table I, column 5, "Amount of Securities Beneficially Owned Following Reported Transactions." The reporting person's correct stock ownership is reflected in column 5 of this filing.

SEC source: 0001209191-19-032183 · doc4.xml · nonDerivative · entry 1

CAPPUCCIO PAUL T · CIK 0001237444 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,253

F1 · shares: On May 21, 2019, the issuer granted restricted stock units ("RSUs") to each of its non-employee directors under the Amended and Restated Chipotle Mexican Grill, Inc. 2011 Stock Incentive Plan. The RSUs will settle in shares of the issuer's common stock on a one-for-one basis and will vest on the first anniversary of the grant date, subject to the reporting person's continued service on the Chipotle Board of Directors.

SEC source: 0001209191-19-032182 · doc4.xml · nonDerivative · entry 1

FILIKRUSHEL PATRICIA · CIK 0001237450 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 252

F1 · shares: On May 21, 2019, the issuer granted restricted stock units ("RSUs") to each of its non-employee directors under the Amended and Restated Chipotle Mexican Grill, Inc. 2011 Stock Incentive Plan. The RSUs will settle in shares of the issuer's common stock on a one-for-one basis and will vest on the first anniversary of the grant date, subject to the reporting person's continued service on the Chipotle Board of Directors.

SEC source: 0001209191-19-032181 · doc4.xml · nonDerivative · entry 1

FLANZRAICH NEIL · CIK 0001188560 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,633

F1 · shares: On May 21, 2019, the issuer granted restricted stock units ("RSUs") to each of its non-employee directors under the Amended and Restated Chipotle Mexican Grill, Inc. 2011 Stock Incentive Plan. The RSUs will settle in shares of the issuer's common stock on a one-for-one basis and will vest on the first anniversary of the grant date, subject to the reporting person's continued service on the Chipotle Board of Directors.

SEC source: 0001209191-19-032177 · doc4.xml · nonDerivative · entry 1

Namvar Ali · CIK 0001692718 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,487

F1 · shares: On May 21, 2019, the issuer granted restricted stock units ("RSUs") to each of its non-employee directors under the Amended and Restated Chipotle Mexican Grill, Inc. 2011 Stock Incentive Plan. The RSUs will settle in shares of the issuer's common stock on a one-for-one basis and will vest on the first anniversary of the grant date, subject to the reporting person's continued service on the Chipotle Board of Directors.

SEC source: 0001209191-19-032178 · doc4.xml · nonDerivative · entry 1

Maw Scott Harlan · CIK 0001483625 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 242

F1 · shares: On May 21, 2019, the issuer granted restricted stock units ("RSUs") to each of its non-employee directors under the Amended and Restated Chipotle Mexican Grill, Inc. 2011 Stock Incentive Plan. The RSUs will settle in shares of the issuer's common stock on a one-for-one basis and will vest on the first anniversary of the grant date, subject to the reporting person's continued service on the Chipotle Board of Directors.

SEC source: 0001209191-19-032176 · doc4.xml · nonDerivative · entry 1

PAULL MATTHEW H · CIK 0001179710 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,269

F1 · shares: On May 21, 2019, the issuer granted restricted stock units ("RSUs") to each of its non-employee directors under the Amended and Restated Chipotle Mexican Grill, Inc. 2011 Stock Incentive Plan. The RSUs will settle in shares of the issuer's common stock on a one-for-one basis and will vest on the first anniversary of the grant date, subject to the reporting person's continued service on the Chipotle Board of Directors.

F2 · balance_after: Includes 116 shares of common stock received by the reporting person pursuant to a transaction exempt from reporting.

SEC source: 0001209191-19-032665 · doc4a.xml · nonDerivative · entry 1

FILIKRUSHEL PATRICIA · CIK 0001237450 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 178

F1 · shares: On May 21, 2019, the issuer granted restricted stock units ("RSUs") to each of its non-employee directors under the Amended and Restated Chipotle Mexican Grill, Inc. 2011 Stock Incentive Plan. The RSUs will settle in shares of the issuer's common stock on a one-for-one basis and will vest on the first anniversary of the grant date, subject to the reporting person's continued service on the Chipotle Board of Directors.

SEC source: 0001209191-19-032664 · doc4a.xml · nonDerivative · entry 1

Maw Scott Harlan · CIK 0001483625 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 168

F1 · shares: On May 21, 2019, the issuer granted restricted stock units ("RSUs") to each of its non-employee directors under the Amended and Restated Chipotle Mexican Grill, Inc. 2011 Stock Incentive Plan. The RSUs will settle in shares of the issuer's common stock on a one-for-one basis and will vest on the first anniversary of the grant date, subject to the reporting person's continued service on the Chipotle Board of Directors.

SEC source: 0000899243-19-009560 · doc4.xml · nonDerivative · entry 2

Pershing Square Capital Management, L.P. · CIK 0001336528 · Director

PS Management GP, LLC · CIK 0001336477 · Director

ACKMAN WILLIAM A · CIK 0001056513 · Director

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 1,862,710

F4 · kind: This Form 4 is being filed as a result of Section 16 exempt gifts by Mr. William A. Ackman. The number of shares (1,869,572) on the date of Distribution reflects the gifts to charity of 3 Subject Shares (on the account of the Reporting Persons) and the Distribution to investors (other than the Reporting Persons) of 11,224 Subject Securities. In addition, on March 29, 2019, Mr. Ackman gifted to charity 6,862 Subject Shares. All gifts were pursuant to a Rule 10b5-1 plan. The Reporting Persons did not sell any Common Stock.

F4 · shares: This Form 4 is being filed as a result of Section 16 exempt gifts by Mr. William A. Ackman. The number of shares (1,869,572) on the date of Distribution reflects the gifts to charity of 3 Subject Shares (on the account of the Reporting Persons) and the Distribution to investors (other than the Reporting Persons) of 11,224 Subject Securities. In addition, on March 29, 2019, Mr. Ackman gifted to charity 6,862 Subject Shares. All gifts were pursuant to a Rule 10b5-1 plan. The Reporting Persons did not sell any Common Stock.

F4 · price: This Form 4 is being filed as a result of Section 16 exempt gifts by Mr. William A. Ackman. The number of shares (1,869,572) on the date of Distribution reflects the gifts to charity of 3 Subject Shares (on the account of the Reporting Persons) and the Distribution to investors (other than the Reporting Persons) of 11,224 Subject Securities. In addition, on March 29, 2019, Mr. Ackman gifted to charity 6,862 Subject Shares. All gifts were pursuant to a Rule 10b5-1 plan. The Reporting Persons did not sell any Common Stock.

F4 · acquired: This Form 4 is being filed as a result of Section 16 exempt gifts by Mr. William A. Ackman. The number of shares (1,869,572) on the date of Distribution reflects the gifts to charity of 3 Subject Shares (on the account of the Reporting Persons) and the Distribution to investors (other than the Reporting Persons) of 11,224 Subject Securities. In addition, on March 29, 2019, Mr. Ackman gifted to charity 6,862 Subject Shares. All gifts were pursuant to a Rule 10b5-1 plan. The Reporting Persons did not sell any Common Stock.

F4 · balance_after: This Form 4 is being filed as a result of Section 16 exempt gifts by Mr. William A. Ackman. The number of shares (1,869,572) on the date of Distribution reflects the gifts to charity of 3 Subject Shares (on the account of the Reporting Persons) and the Distribution to investors (other than the Reporting Persons) of 11,224 Subject Securities. In addition, on March 29, 2019, Mr. Ackman gifted to charity 6,862 Subject Shares. All gifts were pursuant to a Rule 10b5-1 plan. The Reporting Persons did not sell any Common Stock.

F1 · ownership.nature: In addition to Pershing Square Capital Management, L.P., a Delaware limited partnership ("Pershing Square"), this Form 4 is being filed jointly by PS Management GP, LLC, a Delaware limited liability company ("PS Management"), and William A. Ackman, a citizen of the United States of America (collectively, the "Reporting Persons"), each of whom has the same business address as Pershing Square and may be deemed to have a pecuniary interest in securities reported on this Form 4 (the "Subject Securities").

F2 · ownership.nature: Pershing Square advises the accounts of Pershing Square, L.P., a Delaware limited partnership ("PS"), Pershing Square International, Ltd., a Cayman Islands exempted company ("PS International"), and Pershing Square Holdings, Ltd., a limited liability company incorporated in Guernsey ("PSH" and together with PS and PS International, the "Pershing Square Funds"). Pershing Square also managed the account of Pershing Square II, L.P., a Delaware limited partnership ("PS II"). PS II distributed all Subject Securities to investors, on a pro-rata basis, pursuant to a Rule 10b5-1 plan, the result of which was to change beneficial ownership from indirect to direct in a Rule 16a-13 exempt transaction (the "Distribution").

F3 · ownership.nature: Pershing Square, as the investment adviser to the Pershing Square Funds, may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934. As the general partner of Pershing Square, PS Management may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a). By virtue of Mr. Ackman's position as Chief Executive Officer of Pershing Square and managing member of PS Management, Mr. Ackman may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a). Each of the Reporting Persons disclaims any beneficial ownership of any of the Subject Securities, except to the extent of any pecuniary interest therein.

F4 · ownership.nature: This Form 4 is being filed as a result of Section 16 exempt gifts by Mr. William A. Ackman. The number of shares (1,869,572) on the date of Distribution reflects the gifts to charity of 3 Subject Shares (on the account of the Reporting Persons) and the Distribution to investors (other than the Reporting Persons) of 11,224 Subject Securities. In addition, on March 29, 2019, Mr. Ackman gifted to charity 6,862 Subject Shares. All gifts were pursuant to a Rule 10b5-1 plan. The Reporting Persons did not sell any Common Stock.

F5 · ownership.nature: The Reporting Persons disclaim being directors by deputization for purposes of Section 16 of the Securities Exchange Act of 1934.

SEC source: 0001209191-19-021352 · doc4.xml · derivative · entry 5

Hartung Jack · CIK 0001350874 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: common stock · 2,235 shares

Expires 2020-02-07

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: These stock appreciation rights exercises and sales were executed under the terms of a Sales Plan intended to comply with Rule 10b5-1 under the Securities and Exchange Act of 1934, as amended.

SEC source: 0001209191-19-021352 · doc4.xml · nonDerivative · entry 3

Hartung Jack · CIK 0001350874 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 35,237

F1 · kind: These stock appreciation rights exercises and sales were executed under the terms of a Sales Plan intended to comply with Rule 10b5-1 under the Securities and Exchange Act of 1934, as amended.

SEC source: 0001209191-19-021352 · doc4.xml · nonDerivative · entry 2

Hartung Jack · CIK 0001350874 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 36,425

F2 · kind: Consists of shares of common stock retained by Chipotle to satisfy the reporting person's tax obligation upon exercise of the stock appreciation right.

SEC source: 0001209191-19-021352 · doc4.xml · nonDerivative · entry 1

Hartung Jack · CIK 0001350874 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 37,472

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: These stock appreciation rights exercises and sales were executed under the terms of a Sales Plan intended to comply with Rule 10b5-1 under the Securities and Exchange Act of 1934, as amended.

SEC source: 0001209191-19-021200 · doc4.xml · derivative · entry 5

Hartung Jack · CIK 0001350874 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 2,235

Underlying: common stock · 2,765 shares

Expires 2020-02-07

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: These stock appreciation rights exercise and sale were executed under the terms of a Sales Plan intended to comply with Rule 10b5-1 under the Securities and Exchange Act of 1934, as amended.

SEC source: 0001209191-19-021200 · doc4.xml · nonDerivative · entry 3

Hartung Jack · CIK 0001350874 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 35,237

F1 · kind: These stock appreciation rights exercise and sale were executed under the terms of a Sales Plan intended to comply with Rule 10b5-1 under the Securities and Exchange Act of 1934, as amended.

SEC source: 0001209191-19-021200 · doc4.xml · nonDerivative · entry 2

Hartung Jack · CIK 0001350874 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 36,707

F2 · kind: Consists of shares of common stock retained by Chipotle to satisfy the reporting person's tax obligation upon exercise of the stock appreciation right.

SEC source: 0001209191-19-021200 · doc4.xml · nonDerivative · entry 1

Hartung Jack · CIK 0001350874 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 38,002

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: These stock appreciation rights exercise and sale were executed under the terms of a Sales Plan intended to comply with Rule 10b5-1 under the Securities and Exchange Act of 1934, as amended.

SEC source: 0001209191-19-020793 · doc4.xml · derivative · entry 7

Hartung Jack · CIK 0001350874 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,000

Underlying: common stock · 10,000 shares

Expires 2020-02-07

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: These stock appreciation right exercise and sales were executed under the terms of a Sales Plan intended to comply with Rule 10b5-1 under the Securities and Exchange Act of 1934, as amended.

SEC source: 0001209191-19-020793 · doc4.xml · nonDerivative · entry 5

Hartung Jack · CIK 0001350874 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 35,237

F1 · kind: These stock appreciation right exercise and sales were executed under the terms of a Sales Plan intended to comply with Rule 10b5-1 under the Securities and Exchange Act of 1934, as amended.

SEC source: 0001209191-19-020793 · doc4.xml · nonDerivative · entry 4

Hartung Jack · CIK 0001350874 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 37,860

F2 · kind: Consists of shares of common stock retained by Chipotle to satisfy the reporting person's tax obligation upon exercise of the stock appreciation right.

SEC source: 0001209191-19-020793 · doc4.xml · nonDerivative · entry 3

Hartung Jack · CIK 0001350874 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 40,237

F1 · kind: These stock appreciation right exercise and sales were executed under the terms of a Sales Plan intended to comply with Rule 10b5-1 under the Securities and Exchange Act of 1934, as amended.

SEC source: 0001209191-19-020793 · doc4.xml · nonDerivative · entry 2

Hartung Jack · CIK 0001350874 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 42,824

F2 · kind: Consists of shares of common stock retained by Chipotle to satisfy the reporting person's tax obligation upon exercise of the stock appreciation right.

SEC source: 0001209191-19-020793 · doc4.xml · nonDerivative · entry 1

Hartung Jack · CIK 0001350874 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 45,237

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: These stock appreciation right exercise and sales were executed under the terms of a Sales Plan intended to comply with Rule 10b5-1 under the Securities and Exchange Act of 1934, as amended.

SEC source: 0001209191-19-020067 · doc4.xml · derivative · entry 5

Hartung Jack · CIK 0001350874 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 15,000

Underlying: common stock · 10,000 shares

Expires 2020-02-07

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: These stock appreciation rights exercises and sales were executed under the terms of a Sales Plan intended to comply with Rule 10b5-1 under the Securities and Exchange Act of 1934, as amended.

SEC source: 0001209191-19-020067 · doc4.xml · nonDerivative · entry 3

Hartung Jack · CIK 0001350874 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 35,237

F1 · kind: These stock appreciation rights exercises and sales were executed under the terms of a Sales Plan intended to comply with Rule 10b5-1 under the Securities and Exchange Act of 1934, as amended.

SEC source: 0001209191-19-020067 · doc4.xml · nonDerivative · entry 2

Hartung Jack · CIK 0001350874 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 40,330

F2 · kind: Consists of shares of common stock retained by Chipotle to satisfy the reporting person's tax obligation upon exercise of the stock appreciation right.

SEC source: 0001209191-19-020067 · doc4.xml · nonDerivative · entry 1

Hartung Jack · CIK 0001350874 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 45,237

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: These stock appreciation rights exercises and sales were executed under the terms of a Sales Plan intended to comply with Rule 10b5-1 under the Securities and Exchange Act of 1934, as amended.

SEC source: 0001209191-19-019212 · doc4.xml · derivative · entry 5

Hartung Jack · CIK 0001350874 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: common stock · 10,000 shares

Expires 2020-02-07

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: These stock appreciation right exercises and sales were executed under the terms of a Sales Plan intended to comply with Rule 10b5-1 under the Securities and Exchange Act of 1934, as amended.

SEC source: 0001209191-19-019212 · doc4.xml · nonDerivative · entry 3

Hartung Jack · CIK 0001350874 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 35,237

F1 · kind: These stock appreciation right exercises and sales were executed under the terms of a Sales Plan intended to comply with Rule 10b5-1 under the Securities and Exchange Act of 1934, as amended.

F3 · price: Reflects a weighted-average price. Actual sales prices ranged from $625.00 to $625.93 per share. The filing person undertakes to furnish to the issuer, any requesting shareholder of the issuer, or the staff of the Securities and Exchange Commission complete information regarding the number of shares sold at each separate price.

SEC source: 0001209191-19-019212 · doc4.xml · nonDerivative · entry 2

Hartung Jack · CIK 0001350874 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 40,144

F2 · kind: Consists of shares of common stock retained by Chipotle to satisfy the reporting person's tax obligation upon exercise of the Performance SOSAR.

SEC source: 0001209191-19-019212 · doc4.xml · nonDerivative · entry 1

Hartung Jack · CIK 0001350874 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 45,237

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: These stock appreciation right exercises and sales were executed under the terms of a Sales Plan intended to comply with Rule 10b5-1 under the Securities and Exchange Act of 1934, as amended.

SEC source: 0000899243-19-009560 · doc4.xml · nonDerivative · entry 1

Pershing Square Capital Management, L.P. · CIK 0001336528 · Director

PS Management GP, LLC · CIK 0001336477 · Director

ACKMAN WILLIAM A · CIK 0001056513 · Director

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 1,869,572

F4 · kind: This Form 4 is being filed as a result of Section 16 exempt gifts by Mr. William A. Ackman. The number of shares (1,869,572) on the date of Distribution reflects the gifts to charity of 3 Subject Shares (on the account of the Reporting Persons) and the Distribution to investors (other than the Reporting Persons) of 11,224 Subject Securities. In addition, on March 29, 2019, Mr. Ackman gifted to charity 6,862 Subject Shares. All gifts were pursuant to a Rule 10b5-1 plan. The Reporting Persons did not sell any Common Stock.

F4 · shares: This Form 4 is being filed as a result of Section 16 exempt gifts by Mr. William A. Ackman. The number of shares (1,869,572) on the date of Distribution reflects the gifts to charity of 3 Subject Shares (on the account of the Reporting Persons) and the Distribution to investors (other than the Reporting Persons) of 11,224 Subject Securities. In addition, on March 29, 2019, Mr. Ackman gifted to charity 6,862 Subject Shares. All gifts were pursuant to a Rule 10b5-1 plan. The Reporting Persons did not sell any Common Stock.

F4 · price: This Form 4 is being filed as a result of Section 16 exempt gifts by Mr. William A. Ackman. The number of shares (1,869,572) on the date of Distribution reflects the gifts to charity of 3 Subject Shares (on the account of the Reporting Persons) and the Distribution to investors (other than the Reporting Persons) of 11,224 Subject Securities. In addition, on March 29, 2019, Mr. Ackman gifted to charity 6,862 Subject Shares. All gifts were pursuant to a Rule 10b5-1 plan. The Reporting Persons did not sell any Common Stock.

F4 · acquired: This Form 4 is being filed as a result of Section 16 exempt gifts by Mr. William A. Ackman. The number of shares (1,869,572) on the date of Distribution reflects the gifts to charity of 3 Subject Shares (on the account of the Reporting Persons) and the Distribution to investors (other than the Reporting Persons) of 11,224 Subject Securities. In addition, on March 29, 2019, Mr. Ackman gifted to charity 6,862 Subject Shares. All gifts were pursuant to a Rule 10b5-1 plan. The Reporting Persons did not sell any Common Stock.

F4 · balance_after: This Form 4 is being filed as a result of Section 16 exempt gifts by Mr. William A. Ackman. The number of shares (1,869,572) on the date of Distribution reflects the gifts to charity of 3 Subject Shares (on the account of the Reporting Persons) and the Distribution to investors (other than the Reporting Persons) of 11,224 Subject Securities. In addition, on March 29, 2019, Mr. Ackman gifted to charity 6,862 Subject Shares. All gifts were pursuant to a Rule 10b5-1 plan. The Reporting Persons did not sell any Common Stock.

F1 · ownership.nature: In addition to Pershing Square Capital Management, L.P., a Delaware limited partnership ("Pershing Square"), this Form 4 is being filed jointly by PS Management GP, LLC, a Delaware limited liability company ("PS Management"), and William A. Ackman, a citizen of the United States of America (collectively, the "Reporting Persons"), each of whom has the same business address as Pershing Square and may be deemed to have a pecuniary interest in securities reported on this Form 4 (the "Subject Securities").

F2 · ownership.nature: Pershing Square advises the accounts of Pershing Square, L.P., a Delaware limited partnership ("PS"), Pershing Square International, Ltd., a Cayman Islands exempted company ("PS International"), and Pershing Square Holdings, Ltd., a limited liability company incorporated in Guernsey ("PSH" and together with PS and PS International, the "Pershing Square Funds"). Pershing Square also managed the account of Pershing Square II, L.P., a Delaware limited partnership ("PS II"). PS II distributed all Subject Securities to investors, on a pro-rata basis, pursuant to a Rule 10b5-1 plan, the result of which was to change beneficial ownership from indirect to direct in a Rule 16a-13 exempt transaction (the "Distribution").

F3 · ownership.nature: Pershing Square, as the investment adviser to the Pershing Square Funds, may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934. As the general partner of Pershing Square, PS Management may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a). By virtue of Mr. Ackman's position as Chief Executive Officer of Pershing Square and managing member of PS Management, Mr. Ackman may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a). Each of the Reporting Persons disclaims any beneficial ownership of any of the Subject Securities, except to the extent of any pecuniary interest therein.

F4 · ownership.nature: This Form 4 is being filed as a result of Section 16 exempt gifts by Mr. William A. Ackman. The number of shares (1,869,572) on the date of Distribution reflects the gifts to charity of 3 Subject Shares (on the account of the Reporting Persons) and the Distribution to investors (other than the Reporting Persons) of 11,224 Subject Securities. In addition, on March 29, 2019, Mr. Ackman gifted to charity 6,862 Subject Shares. All gifts were pursuant to a Rule 10b5-1 plan. The Reporting Persons did not sell any Common Stock.

F5 · ownership.nature: The Reporting Persons disclaim being directors by deputization for purposes of Section 16 of the Securities Exchange Act of 1934.

SEC source: 0001209191-19-017531 · doc4.xml · nonDerivative · entry 1

Niccol Brian R · CIK 0001628588 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 25,159

F1 · kind: The reporting person vested in a restricted stock unit ("RSU") for 10,047 shares of common stock, of which Chipotle retained 4,982 shares to satisfy the reporting person's tax obligation upon vesting of the RSU.

SEC source: 0001209191-19-047004 · doc4.xml · derivative · entry 1

Ells Steve · CIK 0001350873 · Director · Executive Chairman

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,997

Underlying: common stock · 1,997 shares

Expires 2026-02-21

F1 · shares: The reporting person elected to receive this stock appreciation right in lieu of being eligible for an annual incentive bonus for 2019. The shares were calculated based on the reporting person's target annual incentive bonus and the closing price of the Chipotle common stock on the date of grant.

SEC source: 0000899243-19-003601 · doc4.xml · nonDerivative · entry 3

Pershing Square Capital Management, L.P. · CIK 0001336528 · Director

PS Management GP, LLC · CIK 0001336477 · Director

ACKMAN WILLIAM A · CIK 0001056513 · Director

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 1,880,799

F4 · kind: This Form 4 is being filed as a result of sales related to portfolio management. Common Stock was sold in open market transactions for the accounts of PS and PS International. Neither PS II nor PSH sold any Common Stock.

F4 · shares: This Form 4 is being filed as a result of sales related to portfolio management. Common Stock was sold in open market transactions for the accounts of PS and PS International. Neither PS II nor PSH sold any Common Stock.

F4 · price: This Form 4 is being filed as a result of sales related to portfolio management. Common Stock was sold in open market transactions for the accounts of PS and PS International. Neither PS II nor PSH sold any Common Stock.

F4 · acquired: This Form 4 is being filed as a result of sales related to portfolio management. Common Stock was sold in open market transactions for the accounts of PS and PS International. Neither PS II nor PSH sold any Common Stock.

F4 · balance_after: This Form 4 is being filed as a result of sales related to portfolio management. Common Stock was sold in open market transactions for the accounts of PS and PS International. Neither PS II nor PSH sold any Common Stock.

F1 · ownership.nature: In addition to Pershing Square Capital Management, L.P., a Delaware limited partnership ("Pershing Square"), this Form 4 is being filed jointly by PS Management GP, LLC, a Delaware limited liability company ("PS Management"), and William A. Ackman, a citizen of the United States of America (collectively, the "Reporting Persons"), each of whom has the same business address as Pershing Square and may be deemed to have a pecuniary interest in securities reported on this Form 4 (the "Subject Securities").

F2 · ownership.nature: Pershing Square advises the accounts of Pershing Square, L.P., a Delaware limited partnership ("PS"), Pershing Square II, L.P., a Delaware limited partnership ("PS II"), Pershing Square International, Ltd., a Cayman Islands exempted company ("PS International"), and Pershing Square Holdings, Ltd., a limited liability company incorporated in Guernsey ("PSH" and together with PS, PS II and PS International, the "Pershing Square Funds").

F3 · ownership.nature: Pershing Square, as the investment adviser to the Pershing Square Funds, may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934. As the general partner of Pershing Square, PS Management may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a). By virtue of Mr. Ackman's position as Chief Executive Officer of Pershing Square and managing member of PS Management, Mr. Ackman may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a). Each of the Reporting Persons disclaims any beneficial ownership of any of the Subject Securities, except to the extent of any pecuniary interest therein.

F4 · ownership.nature: This Form 4 is being filed as a result of sales related to portfolio management. Common Stock was sold in open market transactions for the accounts of PS and PS International. Neither PS II nor PSH sold any Common Stock.

F5 · ownership.nature: The Reporting Persons disclaim being directors by deputization for purposes of Section 16 of the Securities Exchange Act of 1934.

SEC source: 0000899243-19-003601 · doc4.xml · nonDerivative · entry 2

Pershing Square Capital Management, L.P. · CIK 0001336528 · Director

PS Management GP, LLC · CIK 0001336477 · Director

ACKMAN WILLIAM A · CIK 0001056513 · Director

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 1,880,799

F4 · kind: This Form 4 is being filed as a result of sales related to portfolio management. Common Stock was sold in open market transactions for the accounts of PS and PS International. Neither PS II nor PSH sold any Common Stock.

F4 · shares: This Form 4 is being filed as a result of sales related to portfolio management. Common Stock was sold in open market transactions for the accounts of PS and PS International. Neither PS II nor PSH sold any Common Stock.

F4 · price: This Form 4 is being filed as a result of sales related to portfolio management. Common Stock was sold in open market transactions for the accounts of PS and PS International. Neither PS II nor PSH sold any Common Stock.

F4 · acquired: This Form 4 is being filed as a result of sales related to portfolio management. Common Stock was sold in open market transactions for the accounts of PS and PS International. Neither PS II nor PSH sold any Common Stock.

F4 · balance_after: This Form 4 is being filed as a result of sales related to portfolio management. Common Stock was sold in open market transactions for the accounts of PS and PS International. Neither PS II nor PSH sold any Common Stock.

F1 · ownership.nature: In addition to Pershing Square Capital Management, L.P., a Delaware limited partnership ("Pershing Square"), this Form 4 is being filed jointly by PS Management GP, LLC, a Delaware limited liability company ("PS Management"), and William A. Ackman, a citizen of the United States of America (collectively, the "Reporting Persons"), each of whom has the same business address as Pershing Square and may be deemed to have a pecuniary interest in securities reported on this Form 4 (the "Subject Securities").

F2 · ownership.nature: Pershing Square advises the accounts of Pershing Square, L.P., a Delaware limited partnership ("PS"), Pershing Square II, L.P., a Delaware limited partnership ("PS II"), Pershing Square International, Ltd., a Cayman Islands exempted company ("PS International"), and Pershing Square Holdings, Ltd., a limited liability company incorporated in Guernsey ("PSH" and together with PS, PS II and PS International, the "Pershing Square Funds").

F3 · ownership.nature: Pershing Square, as the investment adviser to the Pershing Square Funds, may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934. As the general partner of Pershing Square, PS Management may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a). By virtue of Mr. Ackman's position as Chief Executive Officer of Pershing Square and managing member of PS Management, Mr. Ackman may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a). Each of the Reporting Persons disclaims any beneficial ownership of any of the Subject Securities, except to the extent of any pecuniary interest therein.

F4 · ownership.nature: This Form 4 is being filed as a result of sales related to portfolio management. Common Stock was sold in open market transactions for the accounts of PS and PS International. Neither PS II nor PSH sold any Common Stock.

F5 · ownership.nature: The Reporting Persons disclaim being directors by deputization for purposes of Section 16 of the Securities Exchange Act of 1934.

SEC source: 0001209191-19-009878 · doc4.xml · derivative · entry 9

Hartung Jack · CIK 0001350874 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 10,000

Underlying: Common stock · 5,000 shares

Expires 2020-02-07

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: These stock appreciation rights exercises and sales were executed under the terms of a Sales Plan intended to comply with Rule 10b5-1 under the Securities and Exchange Act of 1934, as amended.

F3 · derivative.exercise_date: 2,500 of these 2013 Performance SOSARs became exercisable on 5/10/2016.

SEC source: 0001209191-19-009878 · doc4.xml · nonDerivative · entry 6

Hartung Jack · CIK 0001350874 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 35,237

F1 · kind: These stock appreciation rights exercises and sales were executed under the terms of a Sales Plan intended to comply with Rule 10b5-1 under the Securities and Exchange Act of 1934, as amended.

SEC source: 0001209191-19-009878 · doc4.xml · nonDerivative · entry 5

Hartung Jack · CIK 0001350874 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 37,630

F1 · kind: These stock appreciation rights exercises and sales were executed under the terms of a Sales Plan intended to comply with Rule 10b5-1 under the Securities and Exchange Act of 1934, as amended.

SEC source: 0001209191-19-009878 · doc4.xml · nonDerivative · entry 4

Hartung Jack · CIK 0001350874 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 40,237

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: These stock appreciation rights exercises and sales were executed under the terms of a Sales Plan intended to comply with Rule 10b5-1 under the Securities and Exchange Act of 1934, as amended.

SEC source: 0000899243-19-003601 · doc4.xml · nonDerivative · entry 1

Pershing Square Capital Management, L.P. · CIK 0001336528 · Director

PS Management GP, LLC · CIK 0001336477 · Director

ACKMAN WILLIAM A · CIK 0001056513 · Director

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 1,880,799

F4 · kind: This Form 4 is being filed as a result of sales related to portfolio management. Common Stock was sold in open market transactions for the accounts of PS and PS International. Neither PS II nor PSH sold any Common Stock.

F4 · shares: This Form 4 is being filed as a result of sales related to portfolio management. Common Stock was sold in open market transactions for the accounts of PS and PS International. Neither PS II nor PSH sold any Common Stock.

F4 · price: This Form 4 is being filed as a result of sales related to portfolio management. Common Stock was sold in open market transactions for the accounts of PS and PS International. Neither PS II nor PSH sold any Common Stock.

F4 · acquired: This Form 4 is being filed as a result of sales related to portfolio management. Common Stock was sold in open market transactions for the accounts of PS and PS International. Neither PS II nor PSH sold any Common Stock.

F4 · balance_after: This Form 4 is being filed as a result of sales related to portfolio management. Common Stock was sold in open market transactions for the accounts of PS and PS International. Neither PS II nor PSH sold any Common Stock.

F1 · ownership.nature: In addition to Pershing Square Capital Management, L.P., a Delaware limited partnership ("Pershing Square"), this Form 4 is being filed jointly by PS Management GP, LLC, a Delaware limited liability company ("PS Management"), and William A. Ackman, a citizen of the United States of America (collectively, the "Reporting Persons"), each of whom has the same business address as Pershing Square and may be deemed to have a pecuniary interest in securities reported on this Form 4 (the "Subject Securities").

F2 · ownership.nature: Pershing Square advises the accounts of Pershing Square, L.P., a Delaware limited partnership ("PS"), Pershing Square II, L.P., a Delaware limited partnership ("PS II"), Pershing Square International, Ltd., a Cayman Islands exempted company ("PS International"), and Pershing Square Holdings, Ltd., a limited liability company incorporated in Guernsey ("PSH" and together with PS, PS II and PS International, the "Pershing Square Funds").

F3 · ownership.nature: Pershing Square, as the investment adviser to the Pershing Square Funds, may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934. As the general partner of Pershing Square, PS Management may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a). By virtue of Mr. Ackman's position as Chief Executive Officer of Pershing Square and managing member of PS Management, Mr. Ackman may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a). Each of the Reporting Persons disclaims any beneficial ownership of any of the Subject Securities, except to the extent of any pecuniary interest therein.

F4 · ownership.nature: This Form 4 is being filed as a result of sales related to portfolio management. Common Stock was sold in open market transactions for the accounts of PS and PS International. Neither PS II nor PSH sold any Common Stock.

F5 · ownership.nature: The Reporting Persons disclaim being directors by deputization for purposes of Section 16 of the Securities Exchange Act of 1934.

SEC source: 0001209191-19-009878 · doc4.xml · derivative · entry 8

Hartung Jack · CIK 0001350874 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 15,000

Underlying: Common stock · 10,000 shares

Expires 2020-02-07

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: These stock appreciation rights exercises and sales were executed under the terms of a Sales Plan intended to comply with Rule 10b5-1 under the Securities and Exchange Act of 1934, as amended.