PATRICK J. FLYNN - Corporate Board Profile

CHIPOTLE MEXICAN GRILL INC

Filing Date	Source Excerpt
2012-04-09	Patrick J. Flynn Prior to retiring in 2001, Mr. Flynn spent 39 years at McDonald's where he held a variety of executive and management positions, most recently as Executive Vice President responsible for strategic planning and acquisitions. From his background as a senior-level restaurant industry executive, Mr. Flynn developed strong capabilities in guiding corporate strategy, and tremendous knowledge of the operational aspects of the restaurant business as well. In addition, Mr. Flynn's past experience as a director of a publicly-held financial institution, and his background in analyzing financial statements of businesses he has led and companies he has considered for acquisition, have given him strong financial analysis skills. The members of our Compensation Committee are Ms. Friedman (Chairperson) and Mr. Flynn. There are no relationships between the members of the committee and our executive officers of the type contemplated in the SEC's rules requiring disclosure of "compensation committee interlocks." Neither member of the committee is our employee and neither member has ever been an officer of our company. The Board has determined that each of them qualifies as a "Non-Employee Director" under SEC Rule16b-3 and as an "Outside Director" under Section 162(m) of the Internal Revenue Code of 1986, as amended. Neither member of the committee nor any organization of which either member of the committee is an officer or director received any payments from us during 2011, other than the payments disclosed under "—Compensation of Directors" below. The compensation of each of our independent directors in 2011 is set forth below. Patrick J. Flynn Fees Earned or Paid in Cash: $77,500 Stock Awards: $85,233 Total: $162,733
2014-03-27	The members of our Compensation Committee are Ms. Friedman (Chairperson) and Messrs. Flynn and Kindler. There are no relationships between the members of the committee and our executive officers of the type contemplated in the SEC's rules requiring disclosure of "compensation committee interlocks." None of the members of the committee is our employee and no member has been an officer of our company at any time. The Board has determined that each member of the committee qualifies as a "Non-Employee Director" under SEC Rule16b-3 and as an "Outside Director" under Section 162(m) of the Internal Revenue Code of 1986, as amended, and that each member satisfies the standards of NYSE Rule 303A.02(a)(ii) regarding independence of compensation committee members, which became effective on July 1, 2013.
2015-03-26	Patrick J. Flynn spent 39 years at McDonald's where he held a variety of executive and management positions, most recently as Executive Vice President responsible for strategic planning and acquisitions. The Compensation Committee has two members: Ms. Friedman (Chairperson) and Mr. Flynn. The Nominating and Corporate Governance Committee held three meetings in 2014. The members of the committee are Mr. Flynn (Chairperson) and Ms. Friedman. The compensation of each of our non-employee directors in 2014 is set forth below. Patrick J. Flynn: Fees Earned or Paid in Cash: $106,500, Stock Awards: $120,013, Total: $226,513.
2016-03-24	The Nominating and Corporate Governance Committee members are Mr. Flynn (Chairperson), Ms. Friedman and Mr. Gillett. The compensation of each of our non-employee directors in 2015 is set forth below. Patrick J. Flynn: Fees Earned or Paid in Cash $117,750, Stock Awards $120,075, Total $237,825.