Definitive Additional Materials

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No.      )

 

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¨ Preliminary Proxy Statement

 

¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

 

¨ Definitive Proxy Statement

 

x Definitive Additional Materials

 

¨ Soliciting Material Pursuant to §240.14a-12

 

 

CHIPOTLE MEXICAN GRILL, INC.

 

(Name of Registrant as Specified In Its Charter)

 

 

  

 

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

 

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*** Exercise Your Right to Vote ***

IMPORTANT NOTICE Regarding the Availability of Proxy Materials

 

     

 

Meeting Information            

 

        CHIPOTLE MEXICAN GRILL, INC.     Meeting Type:        Annual
 

LOGO

     For holders as of:   03/27/09
      Date:   05/21/09       Time: 8:00 A.M., Mountain Time
      Location:    The Western Tabor Center
     

1672 Lawrence Street

Denver, Colorado 80202

     

For directions to the meeting please call

(303) 572 - 9100.

 

   

 

You are receiving this communication because you hold shares in the company named above.

 

   

This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side).

   

We encourage you to access and review all of the important information contained in the proxy materials before voting.

   

See the reverse side of this notice to obtain proxy materials and voting instructions.

   

 

Before You Vote 

 

     
            
        

How to Access the Proxy Materials

 

Proxy Materials Available to VIEW or RECEIVE:

 

NOTICE AND PROXY STATEMENT    ANNUAL REPORT    FORM 10-K

 

How to View Online:

 

Have the 12-Digit Control Number available (located on the following page) and visit: www.proxyvote.com.

 

How to Request and Receive a PAPER or E-MAIL Copy:

 

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*  If requesting materials by e-mail, please send a blank e-mail with the 12-Digit Control Number (located on the following page) in the subject line.

 

Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. To facilitate timely delivery, please make the request as instructed above on or before tbd.

 

You can also request hard copies of the proxy statement, annual report to shareholders and Form 10-K for all future shareholder meetings of Chipotle Mexican Grill, Inc. by following the instructions above.

 

   

 

How To Vote 

 

     
            
        

Please Choose One of the Following Voting Methods

 

 

 

Vote In Person: Many shareholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares.

 

Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the 12-Digit Control Number available and follow the instructions.

 

Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.

 

Voting Items     

 

THE BOARD OF DIRECTORS RECOMMEND A VOTE

“FOR” ITEMS 1 AND 2.

       

 

1.      ELECTION OF DIRECTORS

     

 

         Nominees:

     

         01)  Steve Ells

     

         02)  Patrick J. Flynn

     

2.      Proposal to ratify the selection of Ernst & Young LLP as the company’s independent registered public accounting firm for the 2009 fiscal year.

  

3.      In their discretion, upon such other matters that may properly come before the meeting or any adjournment or adjournments thereof.