SEC Form 4 · accession 0001179110-17-015215
Texas Roadhouse, Inc. · TXRH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Wayne Kent Taylor
Officer — Chairman, CEO · Director
Period of report
Dec 7, 2017
Accepted (ET)
Dec 11, 2017 · 5:04 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 StockF1 | Dec 7, 2017 | S | 200,000 | $51.09 | D | 3,908,231 | D | |
| Common StockF2 | Dec 8, 2017 | S | 100,000 | $50.61 | D | 3,808,231 | 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 UnitsF3,F4 | — | holding | — | — | — | — | — | Common Stock | 15,000 | 15,000 | D |
Explanation of responses
- F1Weighted average sales price reported. These shares were sold within the range of $50.69 and $51.89. 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.
- F2Weighted average sales price reported. These shares were sold within the range of $50.00 and $51.50. 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.
- F3Each restricted stock unit represents a conditional right to receive one share of the Company's Common Stock.
- F4The 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.
Remarks
The reporting person previously reported indirect beneficial ownership of shares of issuer common stock held by a limited partnership in which members of the reporting person's Immediate Family, as defined in Rule 16a-1(e) of the Securities Exchange Act of 1934, as amended, had a pecuniary interest. Since the filing of the reporting person's last report, the limited partnership distributed all the issuer shares to limited partners other than the reporting person. Neither the reporting person nor any member of his Immediate Family has a reportable pecuniary interest in the shares previously held by the limited partnership.