SEC Form 4 · accession 0001179110-19-002626
Texas Roadhouse, Inc. · TXRH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Scott Matthew Colosi
Officer — President
Period of report
Feb 22, 2019
Accepted (ET)
Feb 26, 2019 · 4:55 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 22, 2019 | A | 63,186 | $0.00 | A | 121,388 | D | |
| Common Stock | Feb 22, 2019 | F | 28,939 | $61.86 | D | 92,449 | D | |
| Common StockF2,F3 | Feb 22, 2019 | S | 34,247 | $62.39 | D | 58,202 | 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 | 10,000 | 10,000 | D |
| Restricted Stock UnitsF4,F6 | — | holding | — | — | — | — | — | Common Stock | 15,000 | 15,000 | D |
Explanation of responses
- F1Effective upon the issuance of the Company's audited financial statements on February 22, 2019, 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, 2019, but became reportable on February 22, 2019.
- F2These shares were disposed of pursuant to a written non-discretionary Rule 10b5-1 stock purchase plan dated June 8, 2018.
- F3Weighted average sale price reported. The shares were sold within the range of $62.01 and $63.30. 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, 2020. Delivery of the shares to the reporting person will occur on January 8, 2020, subject to the reporting person's continued service with the Company.
- F6The restricted stock units vest on January 8, 2021. Delivery of the shares to the reporting person will occur on January 8, 2021, subject to the reporting person's continued service with the Company.