Clark Matthew Eliot 4

What Happened

• Clark Matthew Eliot, Executive Vice President and Chief Financial Officer of Cheesecake Factory (ticker: CAKE), was granted two awards on February 11, 2026 totaling 25,947 shares: 11,860 restricted shares and 14,087 restricted/performance-related shares. Both grants were reported as acquisitions at $0 per share (award grants), so the Form 4 lists $0 acquisition price.

Key Details

• Transaction date(s) and type: 2026-02-11 — two award grants (transaction code A).
• Share counts and price: 11,860 shares @ $0.00 and 14,087 shares @ $0.00 (total 25,947 shares).
• Vesting/forfeiture notes:
  • Footnote F1: 11,860 restricted shares vest 60% on 2/11/2029, 20% on 2/11/2030 and 20% on 2/11/2031, subject to continued service.
  • Footnote F2: Shares are subject to forfeiture (standard restricted stock condition).
  • Footnote F3: The 14,087 award reflects certification of performance goals for Feb 2023 performance-share grants; 91% of those PSAs were eligible to vest, with service-vesting of 60% on 2/16/2026, 20% on 2/16/2027 and 20% on 2/16/2028, subject to continued service.
• Shares owned after transaction: not specified in the provided excerpt of the filing.
• Filing timeliness: Form filed 2026-02-13 for a 2026-02-11 transaction (appears timely under Section 16 reporting rules).

Context

• These were award grants (not open-market purchases or sales). Awards recorded at $0 are common for restricted stock and performance-share grants; their economic value depends on CAKE’s share price and whether vesting conditions are met. The filing notes service and performance vesting conditions and standard forfeiture risk if service or performance conditions are not satisfied.