Chipotle Mexican Grill (CMG) 10-Q 25 Jul 24 2024 Q2 Quarterly report Financial data

Cover

Cover - shares	6 Months Ended
	Jun. 30, 2024	Jul. 22, 2024
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2024
Document Transition Report	false
Entity File Number	1-32731
Entity Registrant Name	CHIPOTLE MEXICAN GRILL, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	84-1219301
Entity Address, Address Line One	610 Newport Center Drive
Entity Address, Address Line Two	Suite 1100
Entity Address, City or Town	Newport Beach
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	92660
City Area Code	949
Local Phone Number	524-4000
Title of 12(b) Security	Common stock, par value $0.01 per share
Trading Symbol	CMG
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		1,369,476,000
Amendment Flag	false
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q2
Entity Central Index Key	0001058090
Current Fiscal Year End Date	--12-31

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Current assets:
Cash and cash equivalents	$ 806,528	$ 560,609
Accounts receivable, net	97,542	115,535
Inventory	35,560	39,309
Prepaid expenses and other current assets	91,852	117,462
Income tax receivable	71,529	52,960
Investments	683,287	734,838
Total current assets	1,786,298	1,620,713
Leasehold improvements, property and equipment, net	2,265,694	2,170,038
Long-term investments	972,644	564,488
Restricted cash	27,664	25,554
Operating lease assets	3,770,997	3,578,548
Other assets	74,599	63,082
Goodwill	21,939	21,939
Total assets	8,919,835	8,044,362
Current liabilities:
Accounts payable	203,480	197,646
Accrued payroll and benefits	223,410	227,537
Accrued liabilities	169,631	147,688
Unearned revenue	182,331	209,680
Current operating lease liabilities	264,304	248,074
Total current liabilities	1,043,156	1,030,625
Commitments and contingencies (Note 11)
Long-term operating lease liabilities	4,014,454	3,803,551
Deferred income tax liabilities	83,298	89,109
Other liabilities	67,107	58,870
Total liabilities	5,208,015	4,982,155
Shareholders' equity:
Preferred stock, $0.01 par value, 600,000 shares authorized, no shares issued as of June 30, 2024 and December 31, 2023, respectively	0	0
Common stock, $0.01 par value, 11,500,000 shares authorized, 1,371,372 and 1,874,139 shares issued as of June 30, 2024 and December 31, 2023, respectively	13,713	18,741
Additional paid-in capital	2,023,802	1,937,794
Treasury stock, at cost, 0 and 502,843 common shares as of June 30, 2024 and December 31, 2023, respectively	0	(4,944,656)
Accumulated other comprehensive loss	(8,514)	(6,657)
Retained earnings	1,682,819	6,056,985
Total shareholders' equity	3,711,820	3,062,207
Total liabilities and shareholders' equity	$ 8,919,835	$ 8,044,362

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Jun. 30, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Preferred stock, par value (in usd per share)	$ 0.01	$ 0.01
Preferred stock, authorized (in shares)	600,000,000	600,000,000
Preferred stock, issued (in shares)	0	0
Common stock, par value (in usd per share)	$ 0.01	$ 0.01
Common stock, authorized (in shares)	11,500,000,000	11,500,000,000
Common stock, issued (in shares)	1,371,372,000	1,874,139,000
Treasury stock, common (in shares)	0	502,843,000

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Total revenue	$ 2,973,117	$ 2,514,801	$ 5,674,966	$ 4,883,381
Restaurant operating costs (exclusive of depreciation and amortization shown separately below):
Food, beverage and packaging	873,673	738,664	1,652,749	1,431,223
Labor	716,627	611,678	1,376,077	1,195,472
Occupancy	138,663	123,897	274,362	245,828
Other operating costs	384,754	349,707	770,528	712,913
General and administrative expenses	175,028	156,496	379,653	304,836
Depreciation and amortization	83,562	78,771	166,805	155,356
Pre-opening costs	8,995	7,538	16,206	13,736
Impairment, closure costs, and asset disposals	5,762	16,240	11,241	24,601
Total operating expenses	2,387,064	2,082,991	4,647,621	4,083,965
Income from operations	586,053	431,810	1,027,345	799,416
Interest and other income, net	21,861	16,446	41,225	25,395
Income before income taxes	607,914	448,256	1,068,570	824,811
Provision for income taxes	152,243	106,466	253,612	191,377
Net income	$ 455,671	$ 341,790	$ 814,958	$ 633,434
Earnings per share:
Basic (in usd per share)	$ 0.33	$ 0.25	$ 0.59	$ 0.46
Diluted (in usd per share)	$ 0.33	$ 0.25	$ 0.59	$ 0.46
Weighted-average common shares outstanding:
Basic (in shares)	1,372,800	1,380,222	1,372,488	1,380,711
Diluted (in shares)	1,381,518	1,387,372	1,381,347	1,388,386
Other comprehensive income/(loss), net of income taxes:
Foreign currency translation adjustments	$ (564)	$ 479	$ (1,857)	$ 936
Comprehensive income	455,107	342,269	813,101	634,370
Food and beverage revenue
Total revenue	2,954,913	2,497,509	5,639,361	4,848,518
Delivery service revenue
Total revenue	$ 18,204	$ 17,292	$ 35,605	$ 34,863

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY - USD ($) $ in Thousands	Total	Common Stock	Additional ‎ Paid-In ‎ Capital	Treasury Stock	Retained ‎ Earnings	Accumulated Other Comprehensive Loss
Beginning balance (in shares) at Dec. 31, 2022		1,865,992,000
Beginning balance at Dec. 31, 2022	$ 2,368,023	$ 18,660	$ 1,811,017	$ (4,282,014)	$ 4,828,248	$ (7,888)
Beginning balance (in shares) at Dec. 31, 2022				484,651,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation	20,670		20,670
Stock plan transactions and other (in shares)		4,982,000
Stock plan transactions and other	(290)	$ 50	(340)
Acquisition of treasury stock (in shares)				6,241,000
Acquisition of treasury stock	(198,819)			$ (198,819)
Net income	291,644				291,644
Other comprehensive income/(loss), net of income taxes	457					457
Ending balance (in shares) at Mar. 31, 2023		1,870,974,000
Ending balance at Mar. 31, 2023	2,481,685	$ 18,710	1,831,347	$ (4,480,833)	5,119,892	(7,431)
Ending balance (in shares) at Mar. 31, 2023				490,892,000
Beginning balance (in shares) at Dec. 31, 2022		1,865,992,000
Beginning balance at Dec. 31, 2022	2,368,023	$ 18,660	1,811,017	$ (4,282,014)	4,828,248	(7,888)
Beginning balance (in shares) at Dec. 31, 2022				484,651,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	633,434
Ending balance (in shares) at Jun. 30, 2023		1,872,967,000
Ending balance at Jun. 30, 2023	2,766,886	$ 18,730	1,862,578	$ (4,569,152)	5,461,682	(6,952)
Ending balance (in shares) at Jun. 30, 2023				493,163,000
Beginning balance (in shares) at Mar. 31, 2023		1,870,974,000
Beginning balance at Mar. 31, 2023	2,481,685	$ 18,710	1,831,347	$ (4,480,833)	5,119,892	(7,431)
Beginning balance (in shares) at Mar. 31, 2023				490,892,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation	31,467		31,467
Stock plan transactions and other (in shares)		1,993,000
Stock plan transactions and other	(216)	$ 20	(236)
Acquisition of treasury stock (in shares)				2,271,000
Acquisition of treasury stock	(88,319)			$ (88,319)
Net income	341,790				341,790
Other comprehensive income/(loss), net of income taxes	479					479
Ending balance (in shares) at Jun. 30, 2023		1,872,967,000
Ending balance at Jun. 30, 2023	2,766,886	$ 18,730	1,862,578	$ (4,569,152)	5,461,682	(6,952)
Ending balance (in shares) at Jun. 30, 2023				493,163,000
Beginning balance (in shares) at Dec. 31, 2023		1,874,139,000
Beginning balance at Dec. 31, 2023	$ 3,062,207	$ 18,741	1,937,794	$ (4,944,656)	6,056,985	(6,657)
Beginning balance (in shares) at Dec. 31, 2023	502,843,000			502,843,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation	$ 36,681		36,681
Stock plan transactions and other (in shares)		4,002,000
Stock plan transactions and other	2,110	$ 40	2,070
Acquisition of treasury stock (in shares)				1,935,000
Acquisition of treasury stock	(97,663)			$ (97,663)
Net income	359,287				359,287
Other comprehensive income/(loss), net of income taxes	(1,293)					(1,293)
Ending balance (in shares) at Mar. 31, 2024		1,878,141,000
Ending balance at Mar. 31, 2024	3,361,329	$ 18,781	1,976,545	$ (5,042,319)	6,416,272	(7,950)
Ending balance (in shares) at Mar. 31, 2024				504,778,000
Beginning balance (in shares) at Dec. 31, 2023		1,874,139,000
Beginning balance at Dec. 31, 2023	$ 3,062,207	$ 18,741	1,937,794	$ (4,944,656)	6,056,985	(6,657)
Beginning balance (in shares) at Dec. 31, 2023	502,843,000			502,843,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	$ 814,958
Ending balance (in shares) at Jun. 30, 2024		1,371,372,000
Ending balance at Jun. 30, 2024	$ 3,711,820	$ 13,713	2,023,802	$ 0	1,682,819	(8,514)
Ending balance (in shares) at Jun. 30, 2024	0			0
Beginning balance (in shares) at Mar. 31, 2024		1,878,141,000
Beginning balance at Mar. 31, 2024	$ 3,361,329	$ 18,781	1,976,545	$ (5,042,319)	6,416,272	(7,950)
Beginning balance (in shares) at Mar. 31, 2024				504,778,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation	46,160		46,160
Stock plan transactions and other (in shares)		397,000
Stock plan transactions and other	1,101	$ 4	1,097
Acquisition of treasury stock (in shares)				2,388,000
Acquisition of treasury stock	(151,877)			$ (151,877)
Retirement of treasury stock (in shares)		(507,166,000)		(507,166,000)
Retirement of treasury stock	0	$ (5,072)		$ 5,194,196	(5,189,124)
Net income	455,671				455,671
Other comprehensive income/(loss), net of income taxes	(564)					(564)
Ending balance (in shares) at Jun. 30, 2024		1,371,372,000
Ending balance at Jun. 30, 2024	$ 3,711,820	$ 13,713	$ 2,023,802	$ 0	$ 1,682,819	$ (8,514)
Ending balance (in shares) at Jun. 30, 2024	0			0

CONDENSED CONSOLIDATED STATEM_3

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Operating activities
Net income	$ 814,958	$ 633,434
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	166,805	155,356
Deferred income tax provision	(5,826)	7,827
Impairment, closure costs, and asset disposals	9,917	24,173
Provision for credit losses	(155)	312
Stock-based compensation expense	81,243	50,756
Other	4,511	(9,237)
Changes in operating assets and liabilities:
Accounts receivable	18,331	44,027
Inventory	3,763	(313)
Prepaid expenses and other current assets	20,348	(21,365)
Operating lease assets	135,881	121,363
Other assets	1,769	3,455
Accounts payable	7,802	(10,783)
Accrued payroll and benefits	(4,438)	7,597
Accrued liabilities	17,056	(66)
Unearned revenue	(22,260)	(19,894)
Income tax payable/receivable	(18,565)	146,177
Operating lease liabilities	(101,348)	(100,794)
Other long-term liabilities	2,020	5,521
Net cash provided by operating activities	1,131,812	1,037,546
Investing activities
Purchases of leasehold improvements, property and equipment	(273,193)	(257,601)
Purchases of investments	(738,434)	(590,656)
Maturities of investments	374,373	220,565
Net cash used in investing activities	(637,254)	(627,692)
Financing activities
Acquisition of treasury stock	(172,368)	(221,754)
Tax withholding on stock-based compensation awards	(73,011)	(67,474)
Other financing activities	(29)	115
Net cash used in financing activities	(245,408)	(289,113)
Effect of exchange rate changes on cash, cash equivalents and restricted cash	(1,121)	265
Net change in cash, cash equivalents, and restricted cash	248,029	121,006
Cash, cash equivalents, and restricted cash at beginning of period	586,163	408,966
Cash, cash equivalents, and restricted cash at end of period	834,192	529,972
Supplemental disclosures of cash flow information
Income taxes paid	277,427	33,252
Purchases of leasehold improvements, property and equipment accrued in accounts payable and accrued liabilities	76,304	55,904
Acquisition of treasury stock accrued in accounts payable and accrued liabilities	$ 9,803	$ 2,406

Basis of Presentation and Updat

Basis of Presentation and Update to Accounting Policies	6 Months Ended
	Jun. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation and Update to Accounting Policies	Basis of Presentation and Update to Accounting Policies In this quarterly report on Form 10-Q, Chipotle Mexican Grill, Inc., a Delaware corporation, together with its subsidiaries, is collectively referred to as “Chipotle,” “we,” “us,” or “our.” We develop and operate restaurants that serve a relevant menu of burritos, burrito bowls, quesadillas, tacos, and salads, made using fresh, high-quality ingredients. As of June 30, 2024, we operated 3,530 restaurants including 3,460 Chipotle restaurants within the United States and 70 international Chipotle restaurants. Additionally, we had one international licensed restaurant. We manage our U.S. operations based on nine regions and aggregate our operations to one reportable segment. On June 26, 2024, we effected a 50-for-1 stock split of our common stock and proportionately increased the number of authorized shares of common stock. All share and per share information, including share-based compensation, throughout this Quarterly Report on Form 10-Q has been retroactively adjusted to reflect the stock split. The shares of common stock retain a par value of $0.01 per share. Accordingly, an amount equal to the par value of the additional shares issued in the stock split was reclassified from capital in excess of par value to common stock. In the second quarter of 2024 we retired all treasury stock owned, which was recognized as a deduction from common stock for the shares' par value and the excess of cost over par as a deduction from retained earnings. All shares of common stock that we repurchase will be immediately retired and no longer held as treasury stock. We have prepared the accompanying unaudited condensed consolidated financial statements in accordance with U.S. generally accepted accounting principles for interim financial statements and pursuant to the rules and regulations of the Securities and Exchange Commission. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments consisting of normal recurring adjustments necessary for a fair presentation of our financial position and results of operations. Interim results of operations are not necessarily indicative of the results that may be achieved for the full year. The financial statements and related notes do not include all information and footnotes required by U.S. generally accepted accounting principles for annual reports. This quarterly report should be read in conjunction with the consolidated financial statements, footnotes and management’s discussion and analysis included in our annual report on Form 10-K for the year ended December 31, 2023.

Recently Issued Accounting Stan

Recently Issued Accounting Standards	6 Months Ended
	Jun. 30, 2024
Accounting Changes and Error Corrections [Abstract]
Recently Issued Accounting Standards	Recently Issued Accounting Standards In November 2023, the FASB issued ASU No. 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosure.” The ASU updates reportable segment disclosure requirements, primarily through requiring enhanced disclosures about significant segment expenses and information used to assess segment performance. The ASU is effective for fiscal years beginning after December 15, 2023, with early adoption permitted. We are currently evaluating the impact of adopting this ASU on our disclosures. In December 2023, the FASB issued ASU No. 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures.” The ASU includes amendments requiring enhanced income tax disclosures, primarily related to standardization and disaggregation of rate reconciliation categories and income taxes paid by jurisdiction. The guidance is effective for fiscal years beginning after December 15, 2024, with early adoption permitted, and should be applied either prospectively or retrospectively. We are currently evaluating the impact of adopting this ASU on our disclosures. In March 2024, the Securities and Exchange Commission ("SEC") issued its final climate disclosure rules. The rules require disclosure of climate-related information outside of the audited financial statements and disclosure in the footnotes addressing specified financial statement effects of severe weather events and other natural conditions above certain financial thresholds, certain carbon offsets and renewable energy credits or certificates, if material. Disclosure requirements will begin phasing in for fiscal years beginning on or after January 1, 2025. On April 4, 2024, the SEC determined to voluntarily stay the effective date of the final rules pending certain legal challenges. We are currently evaluating the impact of adopting the new rules and intend to include the updated climate-related disclosures in our filings when required. We reviewed all other recently issued accounting pronouncements and concluded that they were either not applicable or not expected to have a significant impact to the condensed consolidated financial statements.

Revenue Recognition

Revenue Recognition	6 Months Ended
	Jun. 30, 2024
Revenue from Contract with Customer [Abstract]
Revenue Recognition	Revenue Recognition Gift Cards We sell gift cards, which do not have expiration dates, and we do not deduct non-usage fees from outstanding gift card balances. Gift card balances are initially recorded as unearned revenue. We recognize revenue from gift cards when the gift card is redeemed by the customer. Historically, the majority of gift cards are redeemed within one year. In addition, a portion of gift cards are not expected to be redeemed and will be recognized as breakage over time in proportion to gift card redemptions (“gift card breakage rate”). The gift card breakage rate is based on company and program specific information, including historical redemption patterns, and expected remittance to government agencies under unclaimed property laws, if applicable. We evaluate our gift card breakage rate estimate annually, or more frequently as circumstances warrant, and apply that rate to gift card redemptions. Gift card liability balances are typically highest at the end of each calendar year following increased gift card sales during the holiday season; accordingly, revenue recognized from gift card liability balances is highest in the first quarter of each calendar year. The gift card liability included in unearned revenue on the condensed consolidated balance sheets was as follows: June 30, December 31, Gift card liability $ 133,148 $ 164,930 Revenue recognized from the redemption of gift cards that was included in unearned revenue at the beginning of the year was as follows: Three months ended June 30, Six months ended June 30, 2024 2023 2024 2023 Revenue recognized from gift card liability balance at the beginning of the year $ 12,385 $ 11,043 $ 57,197 $ 49,921 Chipotle Rewards We have a loyalty program called Chipotle Rewards. Customers who enroll in the program generally earn points for every dollar spent. We may also periodically offer promotions, which typically provide the customer with the opportunity to earn bonus points or other rewards. Customers may redeem earned points for various rewards, which are primarily comprised of free food and beverage items. Earned rewards generally expire one month to two months after they are issued, and points generally expire if an account is inactive for a period of six months. We defer revenue associated with the estimated selling price of points or rewards earned by customers as each point or reward is earned, net of points or rewards we do not expect to be redeemed. The estimated selling price of each point or reward earned is based on the estimated value of the product for which the reward is expected to be redeemed. Our estimate of points and rewards we expect to be redeemed is based on historical and other company specific data. The costs associated with rewards redeemed are primarily included in food, beverage, and packaging on our condensed consolidated statements of income and comprehensive income. We evaluate Chipotle Rewards point breakage annually, or more frequently as circumstances warrant. We recognize revenue associated with Chipotle Rewards within food and beverage revenue on the condensed consolidated statements of income and comprehensive income when a customer redeems an earned reward. Deferred revenue associated with Chipotle Rewards is included in unearned revenue on our condensed consolidated balance sheets. Changes in our Chipotle Rewards liability included in unearned revenue on the condensed consolidated balance sheets were as follows: Three months ended June 30, Six months ended June 30, 2024 2023 2024 2023 Chipotle Rewards liability, beginning balance $ 47,324 $ 39,214 $ 44,750 $ 38,057 Revenue deferred 41,227 31,668 80,232 62,725 Revenue recognized (39,368) (29,959) (75,799) (59,859) Chipotle Rewards liability, ending balance $ 49,183 $ 40,923 $ 49,183 $ 40,923

Fair Value Measurements

Fair Value Measurements	6 Months Ended
	Jun. 30, 2024
Fair Value Disclosures [Abstract]
Fair Value Measurements	Fair Value Measurements Assets and Liabilities Measured at Fair Value on a Recurring Basis The carrying value of our cash and cash equivalents, restricted cash, accounts receivable and accounts payable approximate fair value because of their short-term nature. Our held-to-maturity investments are comprised of U.S. Treasury securities and corporate debt securities, which are held at amortized cost. We also have investments in convertible notes receivable which are held at fair-value. Additionally, we maintain a deferred compensation plan with related assets held in a rabbi trust. The following tables show our cash, cash equivalents, and debt investments by significant investment category as of June 30, 2024 and December 31, 2023: June 30, 2024 Adjusted cost Unrealized Gains Unrealized Losses Fair Value Cash and Cash Equivalents Current Investments Long-term Investments Cash $ 116,988 $ - $ - $ 116,988 $ 116,988 $ - $ - Level 1 Money market funds 612,339 - - 612,339 612,339 - - Time deposits 77,201 - - 77,201 77,201 - - U.S. Treasury securities 1,537,906 818 4,216 1,534,508 - 671,907 865,999 Corporate debt securities 48,045 - 239 47,806 - 9,980 38,065 Subtotal 2,275,491 818 4,455 2,271,854 689,540 681,887 904,064 Level 3 Corporate debt security (1) 17,001 - 27 16,974 - 1,400 15,601 Notes receivable (2) 13,675 2,380 - 16,055 - - 16,055 Subtotal 30,676 2,380 27 33,029 - 1,400 31,656 Total $ 2,423,155 $ 3,198 $ 4,482 $ 2,421,871 $ 806,528 $ 683,287 $ 935,720 December 31, 2023 Adjusted cost Unrealized Gains Unrealized Losses Fair Value Cash and Cash Equivalents Current Investments Long-term Investments Cash $ 128,458 $ - $ - $ 128,458 $ 128,458 $ - $ - Level 1 Money market funds 355,872 - - 355,872 355,872 - - Time deposits 76,279 - - 76,279 76,279 - - U.S. Treasury securities 1,200,658 4,352 4,083 1,200,927 - 731,339 469,319 Corporate debt securities 19,755 13 7 19,761 - - 19,755 Subtotal 1,652,564 4,365 4,090 1,652,839 432,151 731,339 489,074 Level 3 Corporate debt security (1) 17,401 - 27 17,374 - 999 16,402 Notes receivable (2) 14,500 1,289 141 15,648 - 2,500 13,148 Subtotal 31,901 1,289 168 33,022 - 3,499 29,550 Total $ 1,812,923 $ 5,654 $ 4,258 $ 1,814,319 $ 560,609 $ 734,838 $ 518,624 (1) The fair value of the corporate debt security is measured using Level 3 (unobservable) inputs. We determined the fair value for the corporate debt security using an internally-developed valuation model and unobservable inputs include credit and liquidity spreads and effective maturity. (2) We have elected to measure our investment in convertible notes receivable of private companies at fair value under the fair value option. The fair value of the notes receivable are measured using Level 3 (unobservable) inputs. We determined the fair value for the notes receivable using an internally-developed valuation model and unobservable inputs include estimates of the equity value of the underlying business and the timing and probability of future financing events. Rabbi Trust We have elected to fund certain deferred compensation plan obligations through a rabbi trust, the assets of which are designated as trading securities. The rabbi trust is subject to creditor claims in the event of insolvency, but the assets held in the rabbi trust are not available for general corporate purposes. Amounts in the rabbi trust are invested in mutual funds, consistent with the investment choices selected by participants in their Deferred Plan accounts, which are designated as trading securities, carried at fair value and are included in other assets on the condensed consolidated balance sheets. We record trading gains and losses, along with the offsetting amount related to the increase or decrease in deferred compensation to reflect our exposure to liabilities for payment under the deferred plan in general and administrative expenses on the condensed consolidated statements of income and comprehensive income. Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis Assets recognized or disclosed at fair value on the condensed consolidated financial statements on a nonrecurring basis include items such as leasehold improvements, property and equipment, certain long-term investments, operating lease assets, other assets, and goodwill. These assets are measured at fair value whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable or if there has been an observable price change of a non-marketable equity security. During the three months and six months ended June 30, 2024 and 2023, nonrecurring fair value measurements resulting in asset impairments were not material.

Equity Investments

Equity Investments	6 Months Ended
	Jun. 30, 2024
Investments, Debt and Equity Securities [Abstract]
Equity Investments	Equity Investments The following table summarizes our equity investments as of June 30, 2024, and December 31, 2023: June 30, December 31, Equity method investments $ 14,519 $ 8,896 Other investments 36,924 45,864 Total $ 51,443 $ 54,760 Equity Method Investments As of June 30, 2024 and December 31, 2023, we owned 5,406 and 4,325 shares of common stock of Tractor Beverages, Inc. (“Tractor”). As of June 30, 2024, our investment represents ownership of approximately 12.5% of Tractor, and we have invested total cash consideration of $12,500. As we are a significant customer of Tractor and maintain board representation, we are accounting for our investment under the equity method. There were no impairment charges for the six months ended June 30, 2024 or 2023, associated with this equity method investment. The investment in common stock is included within other assets on the condensed consolidated balance sheets with a carrying value of $14,519 and $8,896 as of June 30, 2024 and December 31, 2023, respectively. Refer to Note 13 , " Related Party Transaction s" for related party disclosures. Other Investments We held warrants (the “Tractor Warrants”) to purchase 1,081 and 2,162 shares of common stock of Tractor as of June 30, 2024 and December 31, 2023. Tractor is a privately held company, and as such, the Tractor Warrants represent non-marketable equity securities. The investment is included within long-term investments on the condensed consolidated balance sheets with a carrying value of $4,395 and $8,675 as of June 30, 2024 and December 31, 2023, respectively. As of June 30, 2024, we owned 766 shares of the Series C Preferred Stock of Nuro, Inc. (“Nuro”). Our investment represents a minority interest and we have determined that we do not have significant influence over Nuro. Nuro is a privately held company, and as such, the preferred shares comprising our investment are illiquid and fair value is not readily determinable. As of June 30, 2024, we have recognized a cumulative gain of $5,968 related to our investment in Nuro due to observable transactions in prior periods. The investment is included within long-term investments on the condensed consolidated balance sheets with a carrying value of $15,968 as of June 30, 2024 and December 31, 2023, respectively.

Shareholders' Equity

Shareholders' Equity	6 Months Ended
	Jun. 30, 2024
Equity [Abstract]
Shareholders' Equity	Shareholders’ Equity We have had a stock repurchase program in place since 2008. As of June 30, 2024, we had $647,741 authorized for repurchasing shares of our common stock, which includes $400,000 additional authorization approved by our Board of Directors on June 5, 2024. Prior to June 26, 2024, shares we repurchased were held in treasury stock until they are reissued or retired at the discretion of our Board of Directors. Beginning on June 26, 2024 all shares of common stock that we repurchase are immediately retired and not held as treasury stock. During the second quarter of 2024, we retired 507,166 shares of its common stock that were being held as treasury stock. The retirement resulted in a reduction of $5,194,196 in treasury stock, $5,072 in the par value of common stock, and $5,189,124 in retained earnings. During the six months ended June 30, 2024, 1,402 shares of common stock at a total cost of $73,011 were netted and surrendered as payment for minimum statutory withholding obligations in connection with the vesting of outstanding stock awards. During the six months ended June 30, 2023, 2,011 shares of common stock at a total cost of $67,474 were netted and surrendered as payment for minimum statutory withholding obligations in connection with the vesting of outstanding stock awards. Shares surrendered by the participants in accordance with the applicable award agreements and plan are deemed repurchased by us but are not part of publicly announced share repurchase programs.

Stock-Based Compensation

Stock-Based Compensation	6 Months Ended
	Jun. 30, 2024
Share-Based Payment Arrangement [Abstract]
Stock-Based Compensation	Stock-Based Compensation Pursuant to the 2022 Stock Incentive Plan, we grant stock-only stock appreciation rights ("SOSARs"), restricted stock units ("RSUs"), and performance stock units ("PSUs") to employees and non-employee directors. SOSARs and RSUs generally vest in two equal installments on the second and third anniversary of the grant date. PSUs are subject to service, market and performance vesting conditions, and the quantity of shares that vest will range from 0% to 300% of the targeted number of shares. Total stock-based compensation expense was as follows: Three months ended June 30, Six months ended June 30, 2024 2023 2024 2023 Stock-based compensation $ 46,160 $ 31,467 $ 82,841 $ 52,137 Stock-based compensation, net of income taxes $ 38,932 $ 27,205 $ 70,218 $ 43,901 Total capitalized stock-based compensation included in leasehold improvements, property and equipment, net on the condensed consolidated balance sheets $ 920 $ 795 $ 1,598 $ 1,381 Excess tax benefit on stock-based compensation recognized in provision for income taxes on the condensed consolidated statements of income and comprehensive income $ 2,833 $ 11,848 $ 16,088 $ 22,010 . SOSARs A summary of SOSAR award activity was as follows (in thousands, except per share data): Shares Weighted-Average Exercise Price per Weighted-Average Remaining Aggregate Intrinsic Value Outstanding, January 1, 2024 14,738 $ 26.05 $ 290,156 Granted 2,401 53.09 Exercised (2,257) 22.27 Forfeited (269) 34.40 Outstanding, June 30, 2024 14,613 30.93 4.45 463,660 Exercisable, June 30, 2024 6,641 21.82 2.96 271,122 Vested and expected to vest, June 30, 2024 13,904 30.45 4.38 447,797 RSUs A summary of RSU award activity was as follows (in thousands, except per share data): Shares Weighted-Average Grant Date Fair Value Outstanding, January 1, 2024 3,004 $ 32.08 Granted 1,278 53.92 Vested (887) 31.90 Forfeited (177) 37.07 Outstanding, June 30, 2024 3,218 40.54 Vested and expected to vest, June 30, 2024 2,669 39.94 PSUs A summary of PSU award activity was as follows (in thousands, except per share data): Shares Weighted-Average Grant Date Fair Outstanding, January 1, 2024 2,794 $ 31.24 Granted 849 52.77 Vested (777) 29.59 Forfeited (47) 33.75 Outstanding, June 30, 2024 2,819 38.14 Vested and expected to vest, June 30, 2024* 5,646 39.13 *The vested and expected to vest total above represents outstanding base PSUs, adjusted for expected payout amounts in line with current and future estimated performance levels.

Income Taxes

Income Taxes	6 Months Ended
	Jun. 30, 2024
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes The effective income tax rate for the three months ended June 30, 2024, was 25.0%, an increase from an effective income tax rate of 23.8% for the three months ended June 30, 2023. The increase is primarily due to a decrease in tax benefits related to option exercises and equity vesting, partially offset with a decrease in tax reserves. The effective income tax rate for the six months ended June 30, 2024, was 23.7%, an increase from an effective income tax rate of 23.2% for the six months ended June 30, 2023. The increase is primarily due to a decrease in tax benefits related to option exercises and equity vesting, partially offset with a decrease in tax reserves.

Leases

Leases	6 Months Ended
	Jun. 30, 2024
Leases [Abstract]
Leases	Leases The majority of our operating leases consist of restaurant locations and office space. We determine if a contract contains a lease at inception. Our leases generally have remaining terms of 1-20 years and most include options to extend the leases for additional 5-year periods. Generally, the lease term is the minimum of the non-cancelable period of the lease or the lease term inclusive of reasonably certain renewal periods up to a term of 20 years. Supplemental disclosures of cash flow information related to leases were as follows: Three months ended June 30, Six months ended June 30, 2024 2023 2024 2023 Cash paid for operating lease liabilities $ 113,805 $ 104,311 $ 227,301 $ 206,798 Operating lease assets obtained in exchange for operating lease liabilities $ 164,992 $ 162,337 $ 322,798 $ 252,991 Derecognition of operating lease assets due to terminations or impairment $ - $ 3,936 $ 1,425 $ 5,159

Earnings Per Share

Earnings Per Share	6 Months Ended
	Jun. 30, 2024
Earnings Per Share [Abstract]
Earnings Per Share	Earnings Per Share The following table sets forth the computations of basic and diluted earnings per share (in thousands, except per share data): Three months ended June 30, Six months ended June 30, 2024 2023 2024 2023 Net income $ 455,671 $ 341,790 $ 814,958 $ 633,434 Shares: Weighted-average number of common shares outstanding (for basic calculation) 1,372,800 1,380,222 1,372,488 1,380,711 Dilutive stock awards 8,718 7,150 8,859 7,675 Weighted-average number of common shares outstanding (for diluted calculation) 1,381,518 1,387,372 1,381,347 1,388,386 Basic earnings per share $ 0.33 $ 0.25 $ 0.59 $ 0.46 Diluted earnings per share $ 0.33 $ 0.25 $ 0.59 $ 0.46 The following stock awards were excluded from the calculation of diluted earnings per share: Three months ended June 30, Six months ended June 30, 2024 2023 2024 2023 Stock awards subject to performance conditions 2,819 2,837 2,642 2,625 Stock awards that were antidilutive 2,367 3,333 2,413 5,495 Total stock awards excluded from diluted earnings per share 5,186 6,170 5,055 8,120

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Purchase Obligations We enter into various purchase obligations in the ordinary course of business, generally of a short-term nature. Those that are binding primarily relate to commitments for food purchases and supplies, capital projects, corporate assets, information technology, marketing initiatives and corporate sponsorships, and other miscellaneous items. Litigation We are involved in various claims and legal actions, such as wage and hour, wrongful termination and other employment-related claims, slip and fall and other personal injury claims, advertising and consumer claims, privacy claims, and lease, construction and other commercial disputes, that arise in the ordinary course of business, some of which may be covered by insurance. The outcomes of these actions are not predictable, but we do not believe that the ultimate resolution of any pending or threatened actions of these types will have a material adverse effect on our financial position, results of operations, liquidity, or capital resources. However, if there is a significant increase in the number of these claims, or if we incur greater liabilities than we currently anticipate under one or more claims, it could materially and adversely affect our business, financial condition, results of operations and cash flows. Accrual for Estimated Liability In relation to various legal matters, we had an accrued legal liability balance of $14,973 and $7,640 included within accrued liabilities on the condensed consolidated balance sheets as of June 30, 2024 and December 31, 2023, respectively.

Debt

Debt	6 Months Ended
	Jun. 30, 2024
Debt Disclosure [Abstract]
Debt	Debt As of June 30, 2024, we had a $500,000 revolving credit facility with JPMorgan Chase Bank (“JPMorgan”) as administrative agent. Borrowings on the credit facility bear interest at a rate equal to the Secured Overnight Financing Rate (“SOFR”) plus 1.475%, which is subject to increase due to changes in our total leverage ratio as defined in the credit agreement. We are also obligated to pay a commitment fee of 0.175% per year for unused amounts under the credit facility, which also may increase due to changes in our total leverage ratio. Further, we are subject to certain covenants defined in the credit agreement, which include maintaining a total leverage ratio of less than 3.0x, maintaining a consolidated fixed charge coverage ratio of greater than 1.5x, and limiting us from incurring additional indebtedness in certain circumstances. We had no outstanding borrowings under the credit facility and were in compliance with all covenants as of June 30, 2024 and December 31, 2023, respectively.

Related Party Transactions

Related Party Transactions	6 Months Ended
	Jun. 30, 2024
Related Party Transactions [Abstract]
Related Party Transactions	Related Party Transactions As of June 30, 2024, we owned approximately 12.5% of the common stock outstanding of Tractor. As we are a significant customer of Tractor and maintain board representation, we are accounting for our investment under the equity method. Accordingly, we have identified Tractor as a related party. We purchase product from the supplier for sale to customers in our restaurants. During the three months ended June 30, 2024 and 2023, purchases from the supplier were $13,412 and $10,946, respectively. During the six months ended June 30, 2024 and 2023, purchases from the supplier were $24,966 and $20,173, respectively.

Pay vs Performance Disclosure

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended				6 Months Ended
	Jun. 30, 2024	Mar. 31, 2024	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2024	Jun. 30, 2023
Pay vs Performance Disclosure
Net income	$ 455,671	$ 359,287	$ 341,790	$ 291,644	$ 814,958	$ 633,434

Insider Trading Arrangements

Insider Trading Arrangements	3 Months Ended	6 Months Ended
	Jun. 30, 2024 shares	Jun. 30, 2024 shares
Trading Arrangements, by Individual
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false
Curt Garner [Member]
Trading Arrangements, by Individual
Material Terms of Trading Arrangement		Curt Garner, our Chief Customer and Technology Officer, adopted a new written trading plan on June 10, 2024 for the sale of up to 189,000 shares of the Company’s common stock, subject to certain conditions, from September 9, 2024, at the earliest, until September 9, 2025, at the latest. This trading plan was adopted during an open trading window and complies with the Company’s Insider Trading Policy. Actual transactions will be disclosed in Section 16 filings made with the SEC in accordance with applicable securities laws, rules and regulations.
Name	Curt Garner
Title	Chief Customer and Technology Officer
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	June 10, 2024
Arrangement Duration	365 days
Aggregate Available	189,000	189,000

Basis of Presentation and Upd_2

Basis of Presentation and Update to Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Recently Issued Accounting Standards	In November 2023, the FASB issued ASU No. 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosure.” The ASU updates reportable segment disclosure requirements, primarily through requiring enhanced disclosures about significant segment expenses and information used to assess segment performance. The ASU is effective for fiscal years beginning after December 15, 2023, with early adoption permitted. We are currently evaluating the impact of adopting this ASU on our disclosures. In December 2023, the FASB issued ASU No. 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures.” The ASU includes amendments requiring enhanced income tax disclosures, primarily related to standardization and disaggregation of rate reconciliation categories and income taxes paid by jurisdiction. The guidance is effective for fiscal years beginning after December 15, 2024, with early adoption permitted, and should be applied either prospectively or retrospectively. We are currently evaluating the impact of adopting this ASU on our disclosures. In March 2024, the Securities and Exchange Commission ("SEC") issued its final climate disclosure rules. The rules require disclosure of climate-related information outside of the audited financial statements and disclosure in the footnotes addressing specified financial statement effects of severe weather events and other natural conditions above certain financial thresholds, certain carbon offsets and renewable energy credits or certificates, if material. Disclosure requirements will begin phasing in for fiscal years beginning on or after January 1, 2025. On April 4, 2024, the SEC determined to voluntarily stay the effective date of the final rules pending certain legal challenges. We are currently evaluating the impact of adopting the new rules and intend to include the updated climate-related disclosures in our filings when required. We reviewed all other recently issued accounting pronouncements and concluded that they were either not applicable or not expected to have a significant impact to the condensed consolidated financial statements.

Revenue Recognition (Tables)

Revenue Recognition (Tables)	6 Months Ended
	Jun. 30, 2024
Revenue from Contract with Customer [Abstract]
Schedule of Liability Included in Unearned Revenue	The gift card liability included in unearned revenue on the condensed consolidated balance sheets was as follows: June 30, December 31, Gift card liability $ 133,148 $ 164,930
Schedule of Revenue Recognized from Liability Balances	Revenue recognized from the redemption of gift cards that was included in unearned revenue at the beginning of the year was as follows: Three months ended June 30, Six months ended June 30, 2024 2023 2024 2023 Revenue recognized from gift card liability balance at the beginning of the year $ 12,385 $ 11,043 $ 57,197 $ 49,921
Schedule of Changes in Liability Balance	Changes in our Chipotle Rewards liability included in unearned revenue on the condensed consolidated balance sheets were as follows: Three months ended June 30, Six months ended June 30, 2024 2023 2024 2023 Chipotle Rewards liability, beginning balance $ 47,324 $ 39,214 $ 44,750 $ 38,057 Revenue deferred 41,227 31,668 80,232 62,725 Revenue recognized (39,368) (29,959) (75,799) (59,859) Chipotle Rewards liability, ending balance $ 49,183 $ 40,923 $ 49,183 $ 40,923

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	6 Months Ended
	Jun. 30, 2024
Fair Value Disclosures [Abstract]
Schedule of Cash, Cash Equivalents and Debt Investments by Significant Category	The following tables show our cash, cash equivalents, and debt investments by significant investment category as of June 30, 2024 and December 31, 2023: June 30, 2024 Adjusted cost Unrealized Gains Unrealized Losses Fair Value Cash and Cash Equivalents Current Investments Long-term Investments Cash $ 116,988 $ - $ - $ 116,988 $ 116,988 $ - $ - Level 1 Money market funds 612,339 - - 612,339 612,339 - - Time deposits 77,201 - - 77,201 77,201 - - U.S. Treasury securities 1,537,906 818 4,216 1,534,508 - 671,907 865,999 Corporate debt securities 48,045 - 239 47,806 - 9,980 38,065 Subtotal 2,275,491 818 4,455 2,271,854 689,540 681,887 904,064 Level 3 Corporate debt security (1) 17,001 - 27 16,974 - 1,400 15,601 Notes receivable (2) 13,675 2,380 - 16,055 - - 16,055 Subtotal 30,676 2,380 27 33,029 - 1,400 31,656 Total $ 2,423,155 $ 3,198 $ 4,482 $ 2,421,871 $ 806,528 $ 683,287 $ 935,720 December 31, 2023 Adjusted cost Unrealized Gains Unrealized Losses Fair Value Cash and Cash Equivalents Current Investments Long-term Investments Cash $ 128,458 $ - $ - $ 128,458 $ 128,458 $ - $ - Level 1 Money market funds 355,872 - - 355,872 355,872 - - Time deposits 76,279 - - 76,279 76,279 - - U.S. Treasury securities 1,200,658 4,352 4,083 1,200,927 - 731,339 469,319 Corporate debt securities 19,755 13 7 19,761 - - 19,755 Subtotal 1,652,564 4,365 4,090 1,652,839 432,151 731,339 489,074 Level 3 Corporate debt security (1) 17,401 - 27 17,374 - 999 16,402 Notes receivable (2) 14,500 1,289 141 15,648 - 2,500 13,148 Subtotal 31,901 1,289 168 33,022 - 3,499 29,550 Total $ 1,812,923 $ 5,654 $ 4,258 $ 1,814,319 $ 560,609 $ 734,838 $ 518,624 (1) The fair value of the corporate debt security is measured using Level 3 (unobservable) inputs. We determined the fair value for the corporate debt security using an internally-developed valuation model and unobservable inputs include credit and liquidity spreads and effective maturity. (2) We have elected to measure our investment in convertible notes receivable of private companies at fair value under the fair value option. The fair value of the notes receivable are measured using Level 3 (unobservable) inputs. We determined the fair value for the notes receivable using an internally-developed valuation model and unobservable inputs include estimates of the equity value of the underlying business and the timing and probability of future financing events.

Equity Investments (Tables)

Equity Investments (Tables)	6 Months Ended
	Jun. 30, 2024
Investments, Debt and Equity Securities [Abstract]
Schedule of Equity Investments	The following table summarizes our equity investments as of June 30, 2024, and December 31, 2023: June 30, December 31, Equity method investments $ 14,519 $ 8,896 Other investments 36,924 45,864 Total $ 51,443 $ 54,760

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	6 Months Ended
	Jun. 30, 2024
Share-Based Payment Arrangement [Abstract]
Schedule of Stock-Based Compensation Expense	Total stock-based compensation expense was as follows: Three months ended June 30, Six months ended June 30, 2024 2023 2024 2023 Stock-based compensation $ 46,160 $ 31,467 $ 82,841 $ 52,137 Stock-based compensation, net of income taxes $ 38,932 $ 27,205 $ 70,218 $ 43,901 Total capitalized stock-based compensation included in leasehold improvements, property and equipment, net on the condensed consolidated balance sheets $ 920 $ 795 $ 1,598 $ 1,381 Excess tax benefit on stock-based compensation recognized in provision for income taxes on the condensed consolidated statements of income and comprehensive income $ 2,833 $ 11,848 $ 16,088 $ 22,010
Schedule of Share-Based Payment Arrangement, Stock Appreciation Right, Activity	A summary of SOSAR award activity was as follows (in thousands, except per share data): Shares Weighted-Average Exercise Price per Weighted-Average Remaining Aggregate Intrinsic Value Outstanding, January 1, 2024 14,738 $ 26.05 $ 290,156 Granted 2,401 53.09 Exercised (2,257) 22.27 Forfeited (269) 34.40 Outstanding, June 30, 2024 14,613 30.93 4.45 463,660 Exercisable, June 30, 2024 6,641 21.82 2.96 271,122 Vested and expected to vest, June 30, 2024 13,904 30.45 4.38 447,797
Share-Based Payment Arrangement, Restricted Stock Unit, Activity	A summary of RSU award activity was as follows (in thousands, except per share data): Shares Weighted-Average Grant Date Fair Value Outstanding, January 1, 2024 3,004 $ 32.08 Granted 1,278 53.92 Vested (887) 31.90 Forfeited (177) 37.07 Outstanding, June 30, 2024 3,218 40.54 Vested and expected to vest, June 30, 2024 2,669 39.94
Share-Based Payment Arrangement, Performance Shares, Activity	A summary of PSU award activity was as follows (in thousands, except per share data): Shares Weighted-Average Grant Date Fair Outstanding, January 1, 2024 2,794 $ 31.24 Granted 849 52.77 Vested (777) 29.59 Forfeited (47) 33.75 Outstanding, June 30, 2024 2,819 38.14 Vested and expected to vest, June 30, 2024* 5,646 39.13 *The vested and expected to vest total above represents outstanding base PSUs, adjusted for expected payout amounts in line with current and future estimated performance levels.

Leases (Tables)

Leases (Tables)	6 Months Ended
	Jun. 30, 2024
Leases [Abstract]
Schedule of Supplemental Cash Flow Related to Leases	Supplemental disclosures of cash flow information related to leases were as follows: Three months ended June 30, Six months ended June 30, 2024 2023 2024 2023 Cash paid for operating lease liabilities $ 113,805 $ 104,311 $ 227,301 $ 206,798 Operating lease assets obtained in exchange for operating lease liabilities $ 164,992 $ 162,337 $ 322,798 $ 252,991 Derecognition of operating lease assets due to terminations or impairment $ - $ 3,936 $ 1,425 $ 5,159

Earnings Per Share (Tables)

Earnings Per Share (Tables)	6 Months Ended
	Jun. 30, 2024
Earnings Per Share [Abstract]
Schedule of Basic and Diluted Earnings Per Share	The following table sets forth the computations of basic and diluted earnings per share (in thousands, except per share data): Three months ended June 30, Six months ended June 30, 2024 2023 2024 2023 Net income $ 455,671 $ 341,790 $ 814,958 $ 633,434 Shares: Weighted-average number of common shares outstanding (for basic calculation) 1,372,800 1,380,222 1,372,488 1,380,711 Dilutive stock awards 8,718 7,150 8,859 7,675 Weighted-average number of common shares outstanding (for diluted calculation) 1,381,518 1,387,372 1,381,347 1,388,386 Basic earnings per share $ 0.33 $ 0.25 $ 0.59 $ 0.46 Diluted earnings per share $ 0.33 $ 0.25 $ 0.59 $ 0.46 The following stock awards were excluded from the calculation of diluted earnings per share: Three months ended June 30, Six months ended June 30, 2024 2023 2024 2023 Stock awards subject to performance conditions 2,819 2,837 2,642 2,625 Stock awards that were antidilutive 2,367 3,333 2,413 5,495 Total stock awards excluded from diluted earnings per share 5,186 6,170 5,055 8,120

Basis of Presentation and Upd_3

Basis of Presentation and Update to Accounting Policies (Details)		6 Months Ended
	Jun. 26, 2024	Jun. 30, 2024 restaurant region segment $ / shares	Dec. 31, 2023 $ / shares
Product Information [Line Items]
Number of restaurants		3,530
Number of regions | region		9
Number of reportable segments | segment		1
Stock split, conversion ratio	50
Common stock, par value (in usd per share) | $ / shares		$ 0.01	$ 0.01
United States | Chipotle
Product Information [Line Items]
Number of restaurants		3,460
International
Product Information [Line Items]
Number of restaurants		1
International | Chipotle
Product Information [Line Items]
Number of restaurants		70

Revenue Recognition (Narrative)

Revenue Recognition (Narrative) (Details)	6 Months Ended
	Jun. 30, 2024
Disaggregation of Revenue [Line Items]
Majority gift card breakage revenue recognition period	1 year
Earned points expiration period for inactivity	6 months
Minimum
Disaggregation of Revenue [Line Items]
Earned rewards, expiration period	1 month
Maximum
Disaggregation of Revenue [Line Items]
Earned rewards, expiration period	2 months

Revenue Recognition (Schedule o

Revenue Recognition (Schedule of Liability Included in Unearned Revenue) (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Disaggregation of Revenue [Line Items]
Gift card liability	$ 182,331	$ 209,680
Gift Card
Disaggregation of Revenue [Line Items]
Gift card liability	$ 133,148	$ 164,930

Revenue Recognition (Schedule_2

Revenue Recognition (Schedule of Revenue Recognized from Liability Balances) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Gift Card
Disaggregation of Revenue [Line Items]
Revenue recognized from gift card liability balance at the beginning of the year	$ 12,385	$ 11,043	$ 57,197	$ 49,921

Revenue Recognition (Schedule_3

Revenue Recognition (Schedule of Changes in Liability Balance) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Roll Forward]
Chipotle Rewards liability, beginning balance			$ 209,680
Chipotle Rewards liability, ending balance	$ 182,331		182,331
Chipotle Rewards
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Roll Forward]
Chipotle Rewards liability, beginning balance	47,324	$ 39,214	44,750	$ 38,057
Revenue deferred	41,227	31,668	80,232	62,725
Revenue recognized	(39,368)	(29,959)	(75,799)	(59,859)
Chipotle Rewards liability, ending balance	$ 49,183	$ 40,923	$ 49,183	$ 40,923

Fair Value Measurements (Detail

Fair Value Measurements (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Cash	$ 806,528	$ 560,609
Total adjusted cost	2,423,155	1,812,923
Unrealized Gains	3,198	5,654
Unrealized Losses	4,482	4,258
Fair value, subtotal	2,421,871	1,814,319
Current Investments	683,287	734,838
Long-term Investments	935,720	518,624
Fair Value, Inputs, Level 1
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Cash	689,540	432,151
Total adjusted cost	2,275,491	1,652,564
Unrealized Gains	818	4,365
Unrealized Losses	4,455	4,090
Fair value, subtotal	2,271,854	1,652,839
Current Investments	681,887	731,339
Long-term Investments	904,064	489,074
Fair Value, Inputs, Level 3
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Adjusted cost	30,676	31,901
Unrealized Gains	2,380	1,289
Unrealized Losses	27	168
Fair Value	33,029	33,022
Current Investments	1,400	3,499
Long-term Investments	31,656	29,550
U.S. Treasury securities | Fair Value, Inputs, Level 1
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Adjusted cost	1,537,906	1,200,658
Unrealized Gains	818	4,352
Unrealized Losses	4,216	4,083
Fair Value	1,534,508	1,200,927
Current Investments	671,907	731,339
Long-term Investments	865,999	469,319
Corporate debt securities | Fair Value, Inputs, Level 1
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Adjusted cost	48,045	19,755
Unrealized Gains		13
Unrealized Losses	239	7
Fair Value	47,806	19,761
Current Investments	9,980
Long-term Investments	38,065	19,755
Corporate debt securities | Fair Value, Inputs, Level 3
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Adjusted cost	17,001	17,401
Unrealized Losses	27	27
Fair Value	16,974	17,374
Current Investments	1,400	999
Long-term Investments	15,601	16,402
Notes receivable | Fair Value, Inputs, Level 3
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Adjusted cost	13,675	14,500
Unrealized Gains	2,380	1,289
Unrealized Losses		141
Fair Value	16,055	15,648
Current Investments		2,500
Long-term Investments	16,055	13,148
Cash
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Cash	116,988	128,458
Money market funds | Fair Value, Inputs, Level 1
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Cash	612,339	355,872
Time deposits | Fair Value, Inputs, Level 1
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Cash	$ 77,201	$ 76,279

Equity Investments (Schedule of

Equity Investments (Schedule of Equity Investments) (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Investments, Debt and Equity Securities [Abstract]
Equity method investments	$ 14,519	$ 8,896
Other investments	36,924	45,864
Total	$ 51,443	$ 54,760

Equity Investments (Narrative)

Equity Investments (Narrative) (Details) - USD ($) shares in Thousands	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023
Schedule of Equity Method Investments [Line Items]
Carrying value	$ 14,519,000		$ 8,896,000
Long-term investments	972,644,000		$ 564,488,000
Unrealized loss	$ 6,016,000
Tractor
Schedule of Equity Method Investments [Line Items]
Investment shares owned (in shares)	5,406		4,325
Ownership percentage	12.50%
Cash consideration	$ 12,500,000
Equity method investment, impairment	0	$ 0
Carrying value	$ 14,519,000		$ 8,896,000
Tractor Warrants
Schedule of Equity Method Investments [Line Items]
Number of shares that may be called by warrants (in shares)	1,081		2,162
Long-term investments	$ 4,395,000		$ 8,675,000
Nuro
Schedule of Equity Method Investments [Line Items]
Investment shares owned (in shares)	766
Long-term investments	$ 15,968,000		15,968,000
Recognized gain	5,968,000
Cultivate Fund
Schedule of Equity Method Investments [Line Items]
Long-term investments	$ 16,561,000		$ 21,221,000

Shareholders' Equity (Details)

Shareholders' Equity (Details) - USD ($) $ in Thousands	3 Months Ended				6 Months Ended
	Jun. 30, 2024	Mar. 31, 2024	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2024	Jun. 30, 2023	Jun. 05, 2024
Equity, Class of Treasury Stock [Line Items]
Value of common shares authorized for repurchasing	$ 647,741				$ 647,741
Share repurchase program, number of additional shares authorized, amount							$ 400,000
Retirement of treasury stock	0
Common stock surrendered as payment	$ 151,877	$ 97,663	$ 88,319	$ 198,819
Common Stock
Equity, Class of Treasury Stock [Line Items]
Retirement of treasury stock (in shares)	507,166,000
Retirement of treasury stock	$ 5,072
Treasury Stock
Equity, Class of Treasury Stock [Line Items]
Retirement of treasury stock (in shares)	507,166,000
Retirement of treasury stock	$ (5,194,196)
Acquisition of treasury stock (in shares)	2,388,000	1,935,000	2,271,000	6,241,000
Common stock surrendered as payment	$ 151,877	$ 97,663	$ 88,319	$ 198,819
Retained ‎ Earnings
Equity, Class of Treasury Stock [Line Items]
Retirement of treasury stock	$ 5,189,124
Repurchases in Accordance with Stock Award Agreements
Equity, Class of Treasury Stock [Line Items]
Acquisition of treasury stock (in shares)					1,402,000	2,011,000
Common stock surrendered as payment					$ 73,011	$ 67,474

Stock-Based Compensation (Narra

Stock-Based Compensation (Narrative) (Details)	6 Months Ended
	Jun. 30, 2024
Stock Options Stock Appreciation Rights | Vesting Period One
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Vesting period	2 years
Stock Options Stock Appreciation Rights | Vesting Period Two
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Vesting period	3 years
Restricted Stock Units (RSUs) | Vesting Period One
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Vesting period	2 years
Restricted Stock Units (RSUs) | Vesting Period Two
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Vesting period	3 years
Minimum | Performance Shares | Vesting Period One
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Targeted number of shares, quantity that will vest, percentage	0%
Maximum | Performance Shares | Vesting Period One
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Targeted number of shares, quantity that will vest, percentage	300%

Stock-Based Compensation (Sched

Stock-Based Compensation (Schedule of Stock-Based Compensation Expense) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Share-Based Payment Arrangement [Abstract]
Stock-based compensation	$ 46,160	$ 31,467	$ 82,841	$ 52,137
Stock-based compensation, net of income taxes	38,932	27,205	70,218	43,901
Total capitalized stock-based compensation included in leasehold improvements, property and equipment, net on the condensed consolidated balance sheets	920	795	1,598	1,381
Excess tax benefit on stock-based compensation recognized in provision for income taxes on the condensed consolidated statements of income and comprehensive income	$ 2,833	$ 11,848	$ 16,088	$ 22,010

Stock-Based Compensation (Sch_2

Stock-Based Compensation (Schedule of SOSAR Award Activity) (Details) - Stock Options Stock Appreciation Rights $ / shares in Units, $ in Thousands	6 Months Ended
	Jun. 30, 2024 USD ($) $ / shares shares
Shares
Outstanding, January 1, 2024 (in shares) | shares	14,738,000
Granted (in shares) | shares	2,401,000
Exercised (in shares) | shares	(2,257,000)
Forfeited (in shares) | shares	(269,000)
Outstanding, June 30, 2024 (in shares) | shares	14,613,000
Exercisable, June 30, 2024 (in shares) | shares	6,641,000
Vested and expected to vest, June 30, 2024 (in shares) | shares	13,904,000
Weighted-Average Exercise Price per Share
Outstanding, January 1, 2024 (in usd per share) | $ / shares	$ 26.05
Granted (in usd per share) | $ / shares	53.09
Exercised (in usd per share) | $ / shares	22.27
Forfeited (in usd per share) | $ / shares	34.40
Outstanding, June 30, 2024 (in usd per share) | $ / shares	30.93
Exercisable, June 30, 2024 (in usd per share) | $ / shares	21.82
Vested and expected to vest, June 30, 2024 (in usd per share) | $ / shares	$ 30.45
Weighted-Average Remaining Contractual Life (Years)
Outstanding, June 30, 2024	4 years 5 months 12 days
Exercisable, June 30, 2024	2 years 11 months 15 days
Vested and expected to vest, June 30, 2024	4 years 4 months 17 days
Aggregate Intrinsic Value
Outstanding, January 1, 2024 | $	$ 290,156
Outstanding, June 30, 2024 | $	463,660
Exercisable, June 30, 2024 | $	271,122
Vested and expected to vest, June 30, 2024 | $	$ 447,797

Stock-Based Compensation (Sch_3

Stock-Based Compensation (Schedule of Non-Vested Stock Awards (RSUs) Activity) (Details) - Restricted Stock Units (RSUs)	6 Months Ended
	Jun. 30, 2024 $ / shares shares
Shares
Beginning balance (in shares) | shares	3,004,000
Granted (in shares) | shares	1,278,000
Vested (in shares) | shares	(887,000)
Forfeited (in shares) | shares	(177,000)
Ending balance (in shares) | shares	3,218,000
Vested and expected to vest, June 30, 2024 (in shares) | shares	2,669,000
Weighted-Average Grant Date Fair Value per Share
Beginning balance (in usd per share) | $ / shares	$ 32.08
Granted (in usd per share) | $ / shares	53.92
Vested (in usd per share) | $ / shares	31.90
Forfeited (in usd per share) | $ / shares	37.07
Ending balance (in usd per share) | $ / shares	40.54
Vested and expected to vest, June 30, 2024 (in usd per share) | $ / shares	$ 39.94

Stock-Based Compensation (Sch_4

Stock-Based Compensation (Schedule of Non-Vested Performance Stock Awards (PSUs) Activity) (Details) - Performance Shares	6 Months Ended
	Jun. 30, 2024 $ / shares shares
Shares
Beginning balance (in shares) | shares	2,794,000
Granted (in shares) | shares	849,000
Vested (in shares) | shares	(777,000)
Forfeited (in shares) | shares	(47,000)
Ending balance (in shares) | shares	2,819,000
Vested and expected to vest, June 30, 2024 (in shares) | shares	5,646,000
Weighted-Average Grant Date Fair Value per Share
Beginning balance (in usd per share) | $ / shares	$ 31.24
Granted (in usd per share) | $ / shares	52.77
Vested (in usd per share) | $ / shares	29.59
Forfeited (in usd per share) | $ / shares	33.75
Ending balance (in usd per share) | $ / shares	38.14
Vested and expected to vest, June 30, 2024 (in usd per share) | $ / shares	$ 39.13

Income Taxes (Narrative) (Detai

Income Taxes (Narrative) (Details)	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Income Tax Disclosure [Abstract]
Effective income tax rate	25%	23.80%	23.70%	23.20%

Leases (Narrative) (Details)

Leases (Narrative) (Details)	Jun. 30, 2024
Lessee, Lease, Description [Line Items]
Option to extend, additional periods	5 years
Minimum
Lessee, Lease, Description [Line Items]
Remaining lease term	1 year
Maximum
Lessee, Lease, Description [Line Items]
Remaining lease term	20 years
Renewal period	20 years

Leases (Schedule of Supplementa

Leases (Schedule of Supplemental Cash Flow Related to Leases) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Leases [Abstract]
Cash paid for operating lease liabilities	$ 113,805	$ 104,311	$ 227,301	$ 206,798
Operating lease assets obtained in exchange for operating lease liabilities	164,992	162,337	322,798	252,991
Derecognition of operating lease assets due to terminations or impairment	$ 0	$ 3,936	$ 1,425	$ 5,159

Earnings Per Share (Schedule of

Earnings Per Share (Schedule of Basic and Diluted Earnings per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended				6 Months Ended
	Jun. 30, 2024	Mar. 31, 2024	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2024	Jun. 30, 2023
Earnings Per Share [Abstract]
Net income	$ 455,671	$ 359,287	$ 341,790	$ 291,644	$ 814,958	$ 633,434
Weighted-average number of common shares outstanding (for basic calculation) (in shares)	1,372,800		1,380,222		1,372,488	1,380,711
Dilutive stock awards (in shares)	8,718		7,150		8,859	7,675
Weighted-average number of common shares outstanding (for diluted calculation) (in shares)	1,381,518		1,387,372		1,381,347	1,388,386
Basic earnings per share (in usd per share)	$ 0.33		$ 0.25		$ 0.59	$ 0.46
Diluted earnings per share (in usd per share)	$ 0.33		$ 0.25		$ 0.59	$ 0.46

Earnings Per Share (Schedule _2

Earnings Per Share (Schedule of Stock Awards Excluded from the Calculation of Diluted EPS) (Details) - shares shares in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Earnings Per Share [Abstract]
Stock awards subject to performance conditions (in shares)	2,819	2,837	2,642	2,625
Stock awards that were antidilutive (in shares)	2,367	3,333	2,413	5,495
Total stock awards excluded from diluted earnings per share (in shares)	5,186	6,170	5,055	8,120

Commitments and Contingencies (

Commitments and Contingencies (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
Loss contingency accrual	$ 14,973	$ 7,640

Debt (Details)

Debt (Details) - Revolving Credit Facility - JPMorgan Chase Bank	6 Months Ended
	Jun. 30, 2024 USD ($)	Dec. 31, 2023 USD ($)
Line of Credit Facility [Line Items]
Credit facility, maximum borrowing capacity	$ 500,000,000
Additional interest	1.475%
Credit facility, commitment fee percentage	0.175%
Total leverage ratio	3
Fixed charge coverage ratio	1.5
Credit facility, amount outstanding	$ 0	$ 0

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Tractor
Related Party Transaction [Line Items]
Ownership percentage	12.50%		12.50%
Tractor | Purchases From Supplier
Related Party Transaction [Line Items]
Amount of transaction	$ 13,412	$ 10,946	$ 24,966	$ 20,173
Vebu | Purchases From Supplier
Related Party Transaction [Line Items]
Amount of transaction	$ 0	$ 110	$ 0	$ 743