SEC Form 4 · accession 0001179110-17-002777
Texas Roadhouse, Inc. · TXRH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Scott Matthew Colosi
Officer — President and CFO
Period of report
Feb 16, 2017
Accepted (ET)
Feb 21, 2017 · 5:23 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001289460
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 16, 2017 | A | 49,105 | $0.00 | A | 106,786 | D | |
| Common Stock | Feb 16, 2017 | F | 24,351 | $45.70 | D | 82,435 | D | |
| Common StockF2,F3 | Feb 17, 2017 | S | 12,377 | $48.21 | D | 70,058 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF4,F5 | — | holding | — | — | — | — | — | Common Stock | 20,000 | 20,000 | D |
| Restricted Stock UnitsF4,F5 | — | holding | — | — | — | — | — | Common Stock | 20,000 | 20,000 | D |
Explanation of responses
- F1On February 16, 2017, the Company's compensation committee certified the achievement of specified financial performance goals that determined the number of previously granted performance restricted stock units, which vested on January 8, 2017, but became reportable on February 16, 2017.
- F2These shares were disposed of pursuant to a written non-discretionary Rule 10b5-1 stock purchase plan dated November 15, 2016.
- F3Weighted average sales price reported. The shares were sold within the range of $48.13 and $48.35. The reporting person will provide full information regarding the specific number of shares sold at each separate price upon request by the Commission Staff, the Company, or any security holder of the Company.
- F4Each restricted stock unit represents a conditional right to receive one share of the Company's Common Stock.
- F5The restricted stock units vest on January 8, 2018. Delivery of the shares to the reporting person will occur on January 8, 2018, subject to the reporting person's continued service with the Company.