Colson Christopher C. 4

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.