CMG

The reporting person received shares of common stock under the Chipotle Mexican Grill, Inc. 2022 Stock Incentive Plan as compensation for the reporting person's service as a director from June 2026 through May 2027. The shares are freely tradeable on the date of grant.

The reporting person received shares of common stock under the Chipotle Mexican Grill, Inc. 2022 Stock Incentive Plan as compensation for the reporting person's service as a director from June 2026 through May 2027. The shares are freely tradeable on the date of grant.

The reporting person received shares of common stock under the Chipotle Mexican Grill, Inc. 2022 Stock Incentive Plan as compensation for the reporting person's service as a director from June 2026 through May 2027. The shares are freely tradeable on the date of grant.

The reporting person received shares of common stock under the Chipotle Mexican Grill, Inc. 2022 Stock Incentive Plan as compensation for the reporting person's service as a director from June 2026 through May 2027. The shares are freely tradeable on the date of grant.

The reporting person received shares of common stock under the Chipotle Mexican Grill, Inc. 2022 Stock Incentive Plan as compensation for the reporting person's service as a director from June 2026 through May 2027. The shares are freely tradeable on the date of grant.

The reporting person received shares of common stock under the Chipotle Mexican Grill, Inc. 2022 Stock Incentive Plan as compensation for the reporting person's service as a director from June 2026 through May 2027. The shares are freely tradeable on the date of grant.

The reporting person received shares of common stock under the Chipotle Mexican Grill, Inc. 2022 Stock Incentive Plan as compensation for the reporting person's service as a director from June 2026 through May 2027. The shares are freely tradeable on the date of grant.

The reporting person received shares of common stock under the Chipotle Mexican Grill, Inc. 2022 Stock Incentive Plan as compensation for the reporting person's service as a director from June 2026 through May 2027. The shares are freely tradeable on the date of grant.

The reporting person received shares of common stock under the Chipotle Mexican Grill, Inc. 2022 Stock Incentive Plan as compensation for the reporting person's service as a director from June 2026 through May 2027. The shares are freely tradeable on the date of grant.

Represents shares issued to the reporting person in settlement of a performance share unit (PSU) awarded in 2023. The PSU settled based on the extent of achievement of predetermined performance goals.

Consists of shares of common stock retained by Chipotle to satisfy the reporting person's tax obligation in connection with the vesting of a PSU awarded in 2023.

Represents shares issued to the reporting person in settlement of a performance share unit (PSU) awarded in 2023. The PSU settled based on the extent of achievement of predetermined performance goals.

Consists of shares of common stock retained by Chipotle to satisfy the reporting person's tax obligation in connection with the vesting of a PSU awarded in 2023.

Represents shares issued to the reporting person in settlement of a performance share unit (PSU) awarded in 2023. The PSU settled based on the extent of achievement of predetermined performance goals.

Represents shares issued to the reporting person in settlement of a performance share unit (PSU) awarded in 2023. The PSU settled based on the extent of achievement of predetermined performance goals.

Consists of shares of common stock retained by Chipotle to satisfy the reporting person's tax obligation in connection with the vesting of a PSU awarded in 2023.

Consists of shares of common stock retained by Chipotle to satisfy the reporting person's tax obligation in connection with the vesting of a PSU awarded in 2023.

Represents shares issued to the reporting person in settlement of a performance share unit (PSU) awarded in 2023. The PSU settled based on the extent of achievement of predetermined performance goals.

Consists of shares of common stock retained by Chipotle to satisfy the reporting person's tax obligation in connection with the vesting of a PSU awarded in 2023.

Consists of shares of common stock retained by Chipotle to satisfy the reporting person's payment obligation upon the vesting of an RSU.

Consists of shares of common stock retained by Chipotle to satisfy the reporting person's payment obligation upon the vesting of an RSU.

Consists of shares of common stock retained by Chipotle to satisfy the reporting person's payment obligation upon the vesting of a restricted stock unit.

Consists of shares of common stock retained by Chipotle to satisfy the reporting person's payment obligation upon the vesting of a restricted stock unit.

Represents an award of a stock only stock appreciation right (SOSAR) that will vest in equal amounts on the second and third anniversaries of the grant date, subject to possible acceleration of vesting. Upon exercise, the SOSAR settles in shares of common stock on a 1-to-1 basis.

Represents an award of a stock only stock appreciation right (SOSAR) that will vest in equal amounts on the second and third anniversaries of the grant date, subject to possible acceleration of vesting. Upon exercise, the SOSAR settles in shares of common stock on a 1-to-1 basis.

Represents an award of restricted stock units (RSU) that will vest in equal amounts on the second and third anniversary of the grant date, subject to possible acceleration of vesting. Upon exercise, the RSU settles in share of common stock on a 1-to-1 basis.

Represents an award of restricted stock units (RSU) that will vest in equal amounts on the second and third anniversary of the grant date, subject to possible acceleration of vesting. Upon exercise, the RSU settles in share of common stock on a 1-to-1 basis.

The SOSAR vested in equal amounts on the second and third anniversaries of the grant date.

Represents an award of a stock only stock appreciation right (SOSAR) that will vest in equal amounts on the second and third anniversaries of the grant date, subject to possible acceleration of vesting. Upon exercise, the SOSAR settles in shares of common stock on a 1-to-1 basis.

Represents an award of restricted stock units (RSU) that will vest in equal amounts on the second and third anniversary of the grant date, subject to possible acceleration of vesting. Upon exercise, the RSU settles in share of common stock on a 1-to-1 basis.

Includes 123 shares acquired under Chipotle's Employee Stock Purchase Plan in transactions that were exempt under Rule 16b-3(c).

Represents an award of a stock only stock appreciation right (SOSAR) that will vest in equal amounts on the second and third anniversaries of the grant date, subject to possible acceleration of vesting. Upon exercise, the SOSAR settles in shares of common stock on a 1-to-1 basis.

Represents an award of restricted stock units (RSU) that will vest in equal amounts on the second and third anniversary of the grant date, subject to possible acceleration of vesting. Upon exercise, the RSU settles in share of common stock on a 1-to-1 basis.

Represents an award of a stock only stock appreciation right (SOSAR) that will vest in equal amounts on the second and third anniversaries of the grant date, subject to possible acceleration of vesting. Upon exercise, the SOSAR settles in shares of common stock on a 1-to-1 basis.

Represents an award of a stock only stock appreciation right (SOSAR) that will vest in equal amounts on the second and third anniversaries of the grant date, subject to possible acceleration of vesting. Upon exercise, the SOSAR settles in shares of common stock on a 1-to-1 basis.

Reflects a weighted-average price. Actual sales prices ranged from $39.96 to $40.07 per share. For each transaction on this Form 4 that is reported at a weighted average price, the reporting 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.

Represents an award of a SOSAR that will vest in equal amounts on the second and third anniversaries of the grant date, subject to possible acceleration of vesting. Upon exercise, the SOSAR settles in shares of common stock on a 1-to-1 basis.

Consists of shares of common stock retained by Chipotle to satisfy the reporting person's payment obligation upon exercise of a stock appreciation rights (SOSAR).

The SOSAR vested in equal amounts on the second and third anniversaries of the grant date.

Reflects a weighted-average price. Actual sales prices ranged from $35.955 to $36.12 per share. For each transaction on this Form 4 that is reported at a weighted average price, the reporting 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.

Consists of shares of common stock retained by Chipotle to satisfy the reporting person's payment obligation upon exercise of the stock only stock appreciation right (SOSAR).

Reflects a transaction pursuant to which the reporting person transferred ownership interests in an entity (the "LLC") to trusts established for the benefit of his children and grandchildren. The LLC holds shares of Chipotle common stock (the "Shares") and is controlled by the reporting person. The reporting person transferred the Shares to the LLC in a transaction exempt from reporting pursuant to Rule 16a-13.

The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.

Reflects a transaction pursuant to which the reporting person transferred ownership interests in an entity (the "LLC") to trusts established for the benefit of his children and grandchildren. The LLC holds shares of Chipotle common stock (the "Shares") and is controlled by the reporting person. The reporting person transferred the Shares to the LLC in a transaction exempt from reporting pursuant to Rule 16a-13.

Consists of shares of common stock retained by Chipotle to satisfy the reporting person's payment obligation upon exercise of the stock only stock appreciation right (SOSAR).

The SOSAR vested in equal amounts on the second and third anniversaries of the grant date.

Reflects a weighted-average price. Actual sales prices ranged from $34.62 to $34.845 per share. The reporting 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.