Skip to main content

CHIPOTLE MEXICAN GRILL INC

For the period ended Dec 31, 2025. Filed Feb 4, 2026.

View on SEC.gov

About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Feb 4, 2026

CMG$35.92+0.5%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

See the whole filing, with its images and exhibits
Contents

Item 15. Exhibits, Financial Statement Schedules

  1. All Financial statements

The following consolidated financial statements filed as part of this report are included in Part II, Item 8. “Financial Statements and Supplementary Data” of this 10-K:

Consolidated Statements of Income and Comprehensive Income for the years ended December 31, 2025, 2024 and 2023;

Consolidated Balance Sheets as of December 31, 2025 and 2024;

Consolidated Statements of Cash Flows for the years ended December 31, 2025, 2024 and 2023;

Consolidated Statements of Equity for the years ended December 31, 2025, 2024 and 2023;

Notes to Consolidated Financial Statements; and

Reports of Independent Registered Public Accounting Firm

  1. Financial statement schedules

No schedules are required because either the required information is not present or is not present in amounts sufficient to require submission of the schedule, or because the information required is included in the consolidated financial statements or the notes thereto.

  1. Exhibits
Description of Exhibit Incorporated Herein by Reference
Exhibit Number · Exhibit Description · Form · File No. · Filing Date · Exhibit Number · Filed Herewith
3.1Restated Certificate of Incorporation of Chipotle Mexican Grill, Inc. dated June 6, 20248-K001-32731June 7, 20243.1
3.2Chipotle Mexican Grill, Inc. Amended and Restated Bylaws8-K001-32731June 1, 20233.1
4.2Description of Chipotle Securities10-K001-32731February 5, 20254.2
10.1†Change in Control Severance Plan, effective June 1, 201910-Q001-32731July 24, 201910.1
10.2†Form of Participation and Restrictive Covenant Agreement for Change in Control Severance Plan10-Q001-32731July 24, 201910.2
10.3†Amended and Restated Chipotle Mexican Grill, Inc. 2011 Stock Incentive Plan8-K001-32731May 24, 201810.1
10.4†Amended and Restated Registration Rights Agreement dated January 31, 2006 among Chipotle Mexican Grill, Inc., McDonald’s Corporation and certain shareholders10-K001-32731March 17, 200610.6
10.5†Form of Director and Officer Indemnification Agreement8-K001-32731March 21, 200710.1
10.6†Form of 2018 Stock Appreciation Rights Agreement10-Q001-32731April 26, 201810.14
10.7Revolving Credit Agreement dated June 24, 2025, among Chipotle Mexican Grill, Inc. and JPMorgan Chase Bank, N.A., Administrative Agent, and other lenders party to the Agreement8-K001-32731June 27, 202510.1
10.8†Form of 2020 Stock Appreciation Rights Agreement10-K001-32731February 10, 202110.36
10.9†Form of 2022 Stock Appreciation Rights Agreement10-Q001-32731April 28, 202210.2
10.10†Form of 2022 Stock Option Agreement (Canada)10-Q001-32731April 28, 202210.4
10.11†Director Compensation Program and Stock Ownership Guidelines (Revised August 27, 2025)10-Q001-32731October 30, 202510.1
10.12†Chipotle Mexican Grill, Inc. 2022 Stock Incentive Plan10-Q001-32731July 27, 202210.2
10.13†Form of 2023 Restricted Stock Unit Agreement10-Q001-32731April 27, 202310.1
10.14†Form of 2023 Stock Appreciation Rights Agreement10-Q001-32731April 27, 202310.2
10.15†Form of 2023 Performance Share Agreement10-Q001-32731April 27, 202310.3
10.16†Form of 2023 Stock Option Agreement (Canada)10-Q001-32731April 27, 202310.4
10.17†Chipotle Mexican Grill, Inc. Employee Stock Purchase Plan10-Q001-32731October 27, 202310.1
10.18†Supplemental Deferred Investment Plan10-K001-32731February 9, 202310.33
10.19†Executive Officer Severance Plan10-K001-32731February 8, 202410.25
10.20†Form of 2024 Restricted Stock Unit Agreement10-Q001-32731April 25, 202410.1
10.21†Form of 2024 Performance Share Unit Agreement10-Q001-32731April 25, 202410.2
10.22†Form on 2024 Stock Appreciation Rights Agreement10-Q001-32731April 25, 202410.3
10.23†Form of 2024 Option Agreement (Canada)10-Q001-32731April 25, 202410.4
10.24†Form of 2024 Retention Restricted Stock Unit Award Agreement for Interim CEO10-Q001-32731October 30, 202410.1
10.25†Form of 2024 Retention Restricted Stock Unit Award Agreement for President and Chief Strategy Officer10-Q001-32731October 30, 202410.2
10.26†Form of 2024 Retention Restricted Stock Unit Award Agreement for other Executive Officers10-Q001-32731October 30, 202410.3
10.27†Form of Incremental Restricted Stock Unit Award Agreement for Interim CEO10-Q001-32731October 30, 202410.4
10.28†Form of Incremental Restricted Stock Unit Award Agreement for CFO10-Q001-32731October 30, 202410.5
10.29†Form of 2025 Restricted Stock Unit Agreement10-Q001-32731April 24, 202510.1
10.30†Form of 2025 Performance Share Unit Agreement10-Q001-32731April 24, 202510.2
10.31†Form of 2025 Stock Appreciation Rights Agreement10-Q001-32731April 24, 202510.3
10.32†Form of 2025 Option Agreement (Canada)10-Q001-32731April 24, 202510.4
10.33†Letter Agreement dated May 5, 2025 between Jack Hartung and Chipotle Mexican Grill, Inc.8-K001-32731May 7, 202510.1
19.1Insider Trading Policy10-K001-32731February 5, 202519.1
21.1Subsidiaries of Chipotle Mexican Grill, Inc.----X
23.1Consent of Ernst & Young LLP (as the independent registered public accounting firm of Chipotle Mexican Grill, Inc.)----X
31.1Certification of Chief Executive Officer of Chipotle Mexican Grill, Inc. pursuant to Section 302 of the Sarbanes-Oxley Act of 2002----X
31.2Certification of Chief Financial and Administrative Officer of Chipotle Mexican Grill, Inc. pursuant to Section 302 of the Sarbanes-Oxley Act of 2002----X
32.1Certification of Chief Executive Officer and Chief Financial and Administrative Officer of Chipotle Mexican Grill, Inc. pursuant to Section 906 of the Sarbanes-Oxley Act of 2002----X
97.1†Executive Compensation Recovery Policy10-K001-32731February 8, 202497.1
101.INSInline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document)----X
101.SCHInline XBRL Taxonomy Extension Schema Document----X
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document----X
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document----X
101.LABInline XBRL Taxonomy Extension Label Linkbase Document----X
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document----X
104Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)----X
†- Management contracts and compensatory plans or arrangements required to be filed as exhibits.
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.