Texas Roadhouse, Inc.·4

Mar 2, 8:00 PM ET

Colson Christopher C. 4

4 · Texas Roadhouse, Inc. · Filed Mar 2, 2026

Research Summary

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Texas Roadhouse CBO Christopher Colson Receives 1,689 RSUs; 508 Withheld

What Happened
Christopher C. Colson, Chief Business & Administrative Officer of Texas Roadhouse (TXRH), was credited with 1,689 performance-based restricted stock units (RSUs) on Feb 27, 2026 (reported as an acquisition at $0). To satisfy tax withholding related to the award, 508 shares were transferred/disposed at $184.37 per share for a total value of $93,660 (code F – tax withholding).

Key Details

  • Transaction date: February 27, 2026. Form filed March 2, 2026 (timely).
  • Award: 1,689 RSUs recorded at $0 per share (code A).
  • Withholding: 508 shares disposed at $184.37 each for $93,660 to cover tax liability (code F).
  • Shares owned after the transaction: Not specified in the filing.
  • Footnotes of note:
    • Committee certified achievement of performance goals upon issuance of audited financials on Feb 27, 2026, determining the number of performance-based RSUs (footnote F1).
    • Each RSU represents a conditional right to one share (F2).
    • The RSUs are subject to service-based vesting: scheduled delivery/vesting on Jan 8, 2027 and Jan 8, 2028 (F3, F4). The filing also notes the performance determination related to units tied to Jan 8, 2026 (F1).
  • No indication of a 10b5-1 plan or late filing penalty in this report.

Context
These are performance-based RSU awards (not an open-market purchase). The 508-share disposition was a routine sell-to-cover/tax withholding to satisfy tax liabilities arising from the award and does not necessarily indicate a broader sell decision. The awarded RSUs are conditional and subject to future service/vesting dates (Jan 8, 2027 and Jan 8, 2028), so delivery of shares will be in the future if vesting conditions are met.

Insider Transaction Report

Form 4
Period: 2026-02-27
Colson Christopher C.
CHIEF BUSINESS & ADMIN OFFICER
Transactions
  • Award

    Common Stock

    [F1]
    2026-02-27+1,68915,507 total
  • Tax Payment

    Common Stock

    2026-02-27$184.37/sh508$93,66014,999 total
Holdings
  • Restricted Stock Units

    [F2][F3]
    Common Stock (2,700 underlying)
    2,700
  • Restricted Stock Units

    [F2][F4]
    Common Stock (9,400 underlying)
    9,400
Footnotes (4)
  • [F1]Effective upon the issuance of the Company's audited financial statements on February 27, 2026, the Company's talent management and compensation committee certified the achievement of specified financial performance goals that determined the number of previously granted performance based restricted stock units, which vested on January 8, 2026 but became reportable on February 27, 2026.
  • [F2]Each restricted stock unit represents a conditional right to receive one share of the Company's common stock.
  • [F3]The restricted stock units vest on January 8, 2027. Delivery of the shares to the reporting person will occur on January 8, 2027, subject to the reporting person's continued service with the Company.
  • [F4]The restricted stock units vest on January 8, 2028. Delivery of the shares to the reporting person will occur on January 8, 2028, subject to the reporting person's continued service with the Company.
Signature
/s/ Sean Renfroe, by Power of Attorney|2026-03-02

Documents

1 file
  • 4
    form4-03022026_080309.xmlPrimary