Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2026
OR
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission File Number 000-50972
Texas Roadhouse, Inc.
(Exact name of registrant specified in its charter)
Delaware
20-1083890
(State or other jurisdiction of
(IRS Employer
incorporation or organization)
Identification Number)
6040 Dutchmans Lane
Louisville, Kentucky 40205
(Address of principal executive offices) (Zip Code)
(502) 426-9984
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $0.001 per share
TXRH
NASDAQ Global Select Market
Indicate by check mark whether registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large Accelerated Filer ☒
Accelerated Filer ☐
Non-accelerated Filer ☐
Smaller Reporting Company ☐
Emerging Growth Company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
The number of shares of common stock outstanding were 65,729,615 on April 29, 2026.
TABLE OF CONTENTS
PART I. FINANCIAL INFORMATION
Item 1 — Financial Statements (Unaudited) — Texas Roadhouse, Inc. and Subsidiaries
3
Condensed Consolidated Balance Sheets —March 31, 2026 and December 30, 2025
Condensed Consolidated Statements of Income and Comprehensive Income — For the 13 Weeks Ended March 31, 2026 and April 1, 2025
4
Condensed Consolidated Statements of Stockholders’ Equity — For the 13 Weeks Ended March 31, 2026 and April 1, 2025
5
Condensed Consolidated Statements of Cash Flows — For the 13 Weeks Ended March 31, 2026 and April 1, 2025
6
Notes to Condensed Consolidated Financial Statements
7
Item 2 — Management’s Discussion and Analysis of Financial Condition and Results of Operations
15
Item 3 — Quantitative and Qualitative Disclosures About Market Risk
27
Item 4 — Controls and Procedures
PART II. OTHER INFORMATION
Item 1 — Legal Proceedings
28
Item 1A — Risk Factors
Item 2 — Unregistered Sales of Equity Securities and Use of Proceeds
Item 3 — Defaults Upon Senior Securities
Item 4 — Mine Safety Disclosures
Item 5 — Other Information
29
Item 6 — Exhibits
Signatures
30
2
PART I — FINANCIAL INFORMATION
ITEM 1 — FINANCIAL STATEMENTS
Texas Roadhouse, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(in thousands, except share and per share data)
(unaudited)
March 31, 2026
December 30, 2025
Assets
Current assets:
Cash and cash equivalents
$
214,561
134,709
Receivables, net of allowance for doubtful accounts of $29 at March 31, 2026 and $12 at December 30, 2025
53,782
214,511
Inventories, net
46,044
45,560
Prepaid income taxes
3,941
13,774
Prepaid expenses and other current assets
44,093
42,922
Total current assets
362,421
451,476
Property and equipment, net of accumulated depreciation of $1,421,421 at March 31, 2026 and $1,379,207 at December 30, 2025
1,834,692
1,803,841
Operating lease right-of-use assets, net
912,787
879,521
Goodwill
275,036
242,220
Intangible assets, net of accumulated amortization of $31,821 at March 31, 2026 and $29,611 at December 30, 2025
28,622
17,742
Other assets
161,172
154,672
Total assets
3,574,730
3,549,472
Liabilities and Stockholders’ Equity
Current liabilities:
Current portion of operating lease liabilities
31,792
30,953
Accounts payable
169,955
163,421
Deferred revenue-gift cards
330,406
448,744
Accrued wages
95,574
97,380
Income taxes payable
3,003
123
Accrued taxes and licenses
57,789
53,421
Other accrued liabilities
100,322
114,795
Total current liabilities
788,841
908,837
Operating lease liabilities, net of current portion
972,478
943,070
Long-term debt
50,000
—
Restricted stock and other deposits
9,390
9,525
Deferred tax liabilities, net
20,744
14,682
Other liabilities
194,891
191,656
Total liabilities
2,036,344
2,067,770
Texas Roadhouse, Inc. and subsidiaries stockholders’ equity:
Preferred stock ($0.001 par value, 1,000,000 shares authorized; no shares issued or outstanding)
Common stock ($0.001 par value, 100,000,000 shares authorized, 65,825,744 and 65,943,730 shares issued and outstanding at March 31, 2026 and December 30, 2025, respectively)
66
Retained earnings
1,516,945
1,460,754
Accumulated other comprehensive loss
(54)
Total Texas Roadhouse, Inc. and subsidiaries stockholders’ equity
1,516,957
1,460,820
Noncontrolling interests
21,429
20,882
Total equity
1,538,386
1,481,702
Total liabilities and equity
See accompanying notes to condensed consolidated financial statements.
Condensed Consolidated Statements of Income and Comprehensive Income
(in thousands, except per share data)
13 Weeks Ended
April 1, 2025
Revenue:
Restaurant and other sales
1,626,689
1,440,342
Royalties and franchise fees
6,477
7,306
Total revenue
1,633,166
1,447,648
Costs and expenses:
Restaurant operating costs (excluding depreciation and amortization shown separately below):
Food and beverage
574,302
490,991
Labor
534,619
479,975
Rent
24,713
22,477
Other operating
228,626
207,615
Pre-opening
6,636
6,812
Depreciation and amortization
56,843
48,800
Impairment and closure, net
General and administrative
61,086
56,217
Total costs and expenses
1,486,825
1,312,915
Income from operations
146,341
134,733
Interest income, net
545
1,301
Equity income from investments in unconsolidated affiliates
144
225
Income before taxes
147,030
136,259
Income tax expense
21,035
20,200
Net income including noncontrolling interests
125,995
116,059
Less: Net income attributable to noncontrolling interests
2,562
2,397
Net income attributable to Texas Roadhouse, Inc. and subsidiaries
123,433
113,662
Other comprehensive loss, net of tax:
Unrealized loss on investments, net of tax of $18
Total comprehensive income
123,379
Net income per common share attributable to Texas Roadhouse, Inc. and subsidiaries:
Basic
1.87
1.71
Diluted
1.70
Weighted average shares outstanding:
65,921
66,485
66,120
66,714
Cash dividends declared per share
0.75
0.68
Condensed Consolidated Statements of Stockholders' Equity
For the 13 Weeks Ended March 31, 2026
Accumulated
Total Texas
Additional
Other
Roadhouse, Inc.
Par
Paid-in-
Retained
Comprehensive
and
Noncontrolling
Shares
Value
Capital
Earnings
Loss
Subsidiaries
Interests
Total
Balance, December 30, 2025
65,943,730
Net income
Other comprehensive loss, net of tax
Distributions to noncontrolling interest holders
(2,015)
Dividends declared ($0.75 per share)
(49,407)
Shares issued under share-based compensation plans including tax effects
62,146
Indirect repurchase of shares for minimum tax withholdings
(18,917)
(3,096)
Repurchase of shares of common stock, including excise tax as applicable
(161,215)
(10,360)
(17,835)
(28,195)
Share-based compensation
13,456
Balance, March 31, 2026
65,825,744
For the 13 Weeks Ended April 1, 2025
Balance, December 31, 2024
66,574,626
67
1,358,280
1,358,347
15,376
1,373,723
(2,345)
Dividends declared ($0.68 per share)
(45,171)
160,512
(50,696)
(9,024)
(281,091)
(1)
(3,526)
(46,716)
(50,243)
12,550
Balance, April 1, 2025
66,403,351
1,380,055
1,380,121
15,428
1,395,549
Condensed Consolidated Statements of Cash Flows
(in thousands)
Cash flows from operating activities:
Adjustments to reconcile net income to net cash provided by operating activities:
Deferred income taxes
6,286
(4,347)
Loss on disposition of assets
800
1,419
Impairment and closure costs
(4)
(5)
(144)
(225)
Distributions of income received from investments in unconsolidated affiliates
109
351
Provision for doubtful accounts
17
Share-based compensation expense
Changes in operating working capital, net of acquisitions:
Receivables
160,712
142,313
Inventories
(163)
(2,833)
(512)
1,081
(742)
(5,059)
5,764
11,101
Deferred revenue—gift cards
(119,154)
(107,214)
(1,806)
(9,184)
Prepaid income taxes and income taxes payable
12,713
22,847
4,368
(6,133)
(10,171)
4,968
Operating lease right-of-use assets and lease liabilities
1,476
3,202
3,237
8,045
Net cash provided by operating activities
259,080
237,740
Cash flows from investing activities:
Capital expenditures—property and equipment
(80,165)
(77,389)
Acquisitions of franchise restaurants, net of cash acquired
(71,778)
(78,297)
Purchases of debt securities
(5,260)
Proceeds from sale of property and equipment
129
Proceeds from sale leaseback transactions
10,450
Net cash used in investing activities
(146,753)
(155,557)
Cash flows from financing activities:
Proceeds from revolving credit facility
70,000
Payments on revolving credit facility
(20,000)
Proceeds from restricted stock and other deposits, net
238
368
Repurchase of shares of common stock, including excise taxes as applicable
(50,151)
Dividends paid to shareholders
Net cash used in financing activities
(32,475)
(106,323)
Net increase (decrease) in cash and cash equivalents
79,852
(24,140)
Cash and cash equivalents—beginning of period
245,225
Cash and cash equivalents—end of period
221,085
Supplemental disclosures of cash flow information:
Interest paid
414
216
Income taxes paid
2,036
1,701
Capital expenditures included in current liabilities
31,608
36,992
(tabular amounts in thousands, except per share data)
(1) Basis of Presentation
The accompanying unaudited condensed consolidated financial statements include the accounts of Texas Roadhouse, Inc., our wholly owned subsidiaries and subsidiaries in which we have a controlling interest (collectively, the "Company," "we," "our" and/or "us") as of March 31, 2026 and December 30, 2025 and for the 13 weeks ended March 31, 2026 and April 1, 2025.
The Company maintains three restaurant concepts operating as Texas Roadhouse, Bubba’s 33, and Jaggers. As of March 31, 2026, we owned and operated 723 restaurants and franchised an additional 99 restaurants in 49 states, one U.S. territory, and ten foreign countries. Of the 99 franchise restaurants, there were 37 domestic restaurants and 62 international restaurants, including two in a U.S. territory. As of April 1, 2025, we owned and operated 688 restaurants and franchised an additional 104 restaurants in 49 states, one U.S. territory, and ten foreign countries. Of the 104 franchise restaurants, there were 46 domestic restaurants and 58 international restaurants, including one in a U.S. territory.
As of March 31, 2026 and April 1, 2025, we owned a majority interest in 20 and 19 company restaurants, respectively. The operating results of these majority-owned restaurants are consolidated and the portion of income attributable to noncontrolling interests is reflected in the line item net income attributable to noncontrolling interests in our unaudited condensed consolidated statements of income and comprehensive income.
As of March 31, 2026 and April 1, 2025, we owned a 5.0% to 10.0% equity interest in 14 and 20 domestic franchise restaurants, respectively. These unconsolidated restaurants are accounted for using the equity method. Our investments in these unconsolidated affiliates are included in other assets in our unaudited condensed consolidated balance sheets, and we record our percentage share of net income earned by these unconsolidated affiliates under equity income from investments in unconsolidated affiliates in our unaudited condensed consolidated statements of income and comprehensive income.
We have made a number of estimates and assumptions relating to the reporting of assets and liabilities, the disclosure of contingent assets and liabilities at the date of our unaudited condensed consolidated financial statements, and the reporting of revenue and expenses during the periods to prepare these unaudited condensed consolidated financial statements in conformity with U.S. generally accepted accounting principles ("GAAP"). Significant items subject to such estimates and assumptions include the valuation of property and equipment, intangible assets, goodwill, lease liabilities and right-of-use assets, obligations related to insurance reserves, legal reserves, income taxes, and gift card breakage and fees. Actual results could differ from those estimates.
In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments, consisting only of normal recurring adjustments, necessary to present fairly our unaudited condensed consolidated financial statements for the periods presented. The unaudited condensed consolidated financial statements have been prepared in accordance with GAAP, except that certain information and footnotes have been condensed or omitted pursuant to rules and regulations of the Securities and Exchange Commission. Operating results for the 13 weeks ended March 31, 2026 are not necessarily indicative of the results that may be expected for the fiscal year ending December 29, 2026. The unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended December 30, 2025.
Our significant interim accounting policies include the recognition of income taxes using an estimated annual effective tax rate.
(2) Recent Accounting Pronouncements
In November 2024, the Financial Accounting Standards Board issued Accounting Standards Update ("ASU") 2024-03, Income Statement – Reporting Comprehensive Income (Subtopic 220-40): Disaggregation of Income Statement Expenses. This ASU primarily provides enhanced disclosures about the components of expenses within the income statement including purchases of inventory, employee compensation, depreciation, and intangible asset amortization. The amendments in this update are effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, and may be applied either prospectively or retrospectively for all periods presented. We are currently assessing the impact of this new standard on our disclosures and expect to provide additional detail and disclosures under this new guidance.
(3) Long-term Debt
On April 24, 2025, we entered into an agreement for a revolving credit facility (the "credit facility") with a syndicate of commercial lenders led by JPMorgan Chase Bank, N.A. and PNC Bank, N.A. This credit facility superseded and replaced our previous credit facility.
The credit facility is an unsecured, revolving credit agreement and has a borrowing capacity of up to $450.0 million with the option to increase the capacity by an additional $250.0 million, subject to certain limitations, including approval by the syndicate of lenders. The credit facility has a maturity date of April 24, 2030.
We are required to pay interest on outstanding borrowings at the Term Secured Overnight Financing Rate ("SOFR"), plus a fixed adjustment of 0.10% and a variable adjustment of 1.00% to 1.75% depending on our consolidated net leverage ratio.
As of March 31, 2026, we had $50.0 million in outstanding borrowings under the credit facility and had $397.6 million of availability, net of $2.4 million of outstanding letters of credit. As of December 30, 2025, we had no outstanding borrowings under the credit facility and had $447.6 million of availability, net of $2.4 million of outstanding letters of credit.
The interest rate on our current credit facility was 4.77% as of March 31, 2026. The interest rate on our previous credit facility was 5.37% as of April 1, 2025.
The lenders’ obligation to extend credit pursuant to the credit facility depends on us maintaining certain financial covenants, including a minimum consolidated fixed charge ratio and a maximum consolidated leverage ratio. The credit facility permits us to incur additional secured or unsecured indebtedness, except for the incurrence of secured indebtedness that in the aggregate is equal to or greater than $125.0 million and 20% of our consolidated tangible net worth. We were in compliance with all financial covenants as of March 31, 2026.
(4) Revenue
The following table disaggregates our revenue by major source:
Royalties
5,953
6,778
Franchise fees
524
528
8
The following table presents a rollforward of deferred revenue-gift cards:
Beginning balance
401,198
Gift card activations, net of third-party fees
65,274
57,381
Gift card redemptions and breakage
(183,612)
(162,827)
Ending balance
295,752
We recognized restaurant sales of $153.1 million for the 13 weeks ended March 31, 2026 related to amounts in deferred revenue as of December 30, 2025. We recognized restaurant sales of $139.2 million for the 13 weeks ended April 1, 2025 related to amounts in deferred revenue as of December 31, 2024.
(5) Income Taxes
The effective tax rate was 14.3% and 14.8% for the 13 weeks ended March 31, 2026 and April 1, 2025, respectively. The decrease in the tax rate for the 13 weeks ended March 31, 2026, as compared to the prior year period, was primarily due to an increase in the impact of the FICA tip tax credit partially offset by a decrease in the excess tax benefit on stock compensation, the expiration of the workers’ opportunity tax credit, and an increase in non-deductible officers’ compensation.
(6)
Commitments and Contingencies
As of March 31, 2026 and December 30, 2025, we were contingently liable for $7.6 million and $7.8 million, respectively, for five lease guarantees. These amounts represent the maximum potential liability of future payments under the guarantees. In the event of default, the indemnity and default clauses in our assignment agreements govern our ability to pursue and recover damages incurred. No liabilities have been recorded as of March 31, 2026 and December 30, 2025, as the likelihood of default was deemed to be less than probable and the fair value of the guarantees is not considered significant.
During the 13 weeks ended March 31, 2026, we bought our beef primarily from four suppliers who represent a significant portion of the total beef marketplace. If one of these vendors was unable to fulfill their obligations, we believe that the remaining suppliers could meet our needs by supplying comparable products at potentially higher costs. We have no material minimum purchase commitments with our vendors that extend beyond a year.
Occasionally, we are a defendant in litigation arising in the ordinary course of business, including "slip and fall" matters, employment related claims, dram shop statutes related to our service of alcohol, and claims from guests or employees alleging illness, injury or food quality, health, or operational concerns. None of these types of litigation, most of which are covered by insurance with varying retention levels, has had a material effect on us and, as of the date of this report, we are not party to any litigation that we believe could have a material adverse effect on our business.
(7) Acquisitions
During the 13 weeks ended March 31, 2026, we completed the acquisitions of five domestic franchise Texas Roadhouse restaurants of which a current officer of the Company had a 2% ownership interest in two of these restaurants. Pursuant to the terms of the acquisition agreements, we paid a total purchase price of $71.7 million, net of cash acquired.
These transactions were accounted for using the acquisition method as defined in Accounting Standards Codification ("ASC") 805, Business Combinations. These acquisitions are consistent with our long-term strategy to increase net income and earnings per share.
9
The following table summarizes the consideration paid for these acquisitions, and the estimated fair value of the assets acquired and the liabilities assumed at the acquisition date, which are adjusted for measurement-period adjustments through March 31, 2026.
Current assets
321
Property and equipment
20,922
Operating lease right-of-use assets
15,092
32,730
Intangible assets
13,090
205
(127)
(816)
(9,725)
71,692
The aggregate purchase price is preliminary as we are finalizing working capital adjustments. Intangible assets represent reacquired franchise rights which are being amortized over a weighted-average useful life of 5.5 years. All of the goodwill will be deductible for tax purposes and the goodwill reflects the benefit of sales and unit growth opportunities as well as the benefit of the assembled workforce of the acquired restaurants.
Pro forma financial detail and operating results have not been presented as the results of the acquired restaurants are not material to our unaudited condensed consolidated financial statements.
During the 52 weeks ended December 30, 2025, we completed the acquisition of 20 domestic franchise Texas Roadhouse restaurants. Pursuant to the terms of the acquisition agreements, we paid a total purchase price of $107.6 million, net of cash acquired.
These transactions were accounted for using the acquisition method as defined in ASC 805, Business Combinations. These acquisitions are consistent with our long-term strategy to increase net income and earnings per share.
The following table summarizes the consideration paid for these acquisitions, and the estimated fair value of the assets acquired and the liabilities assumed at the acquisition dates, which are adjusted for final measurement-period adjustments.
1,397
Property and Equipment
25,067
41,646
72,622
16,940
526
(1,597)
(2,126)
Current liabilities
(1,787)
(41,829)
(3,245)
107,614
Intangible assets represent reacquired franchise rights which are being amortized over a weighted-average useful life of 4.1 years. Goodwill totaling $65.5 million will be deductible for tax purposes and the goodwill reflects the benefit of sales and unit growth opportunities as well as the benefit of the assembled workforce of the acquired restaurants.
10
(8) Related Party Transactions
As of March 31, 2026, we had three franchise restaurants and one majority-owned company restaurant owned in part by current officers of the Company. For the 13 weeks ended March 31, 2026, we recognized revenue of $0.4 million related to the three franchise restaurants. As of April 1, 2025, we had five franchise restaurants and one majority-owned company restaurant owned in part by current officers of the Company. For the 13 weeks ended April 1, 2025, we recognized revenue of $0.6 million related to the five franchise restaurants.
(9) Earnings Per Share
The share and net income per share data for all periods presented are based on the historical weighted-average shares outstanding. The diluted earnings per share calculations show the effect of the weighted-average restricted stock units outstanding from our equity incentive plans. Performance stock units are not included in the diluted earnings per share calculation until the performance-based criteria have been met.
For all periods presented, the weighted-average shares of nonvested stock units that were outstanding but not included in the computation of diluted earnings per share because they would have had an anti-dilutive effect were not significant.
The following table sets forth the calculation of earnings per share and weighted-average shares outstanding as presented in the accompanying unaudited condensed consolidated statements of income and comprehensive income:
Basic EPS:
Weighted-average common shares outstanding
Basic EPS
Diluted EPS:
Dilutive effect of nonvested stock units
199
229
Shares-diluted
Diluted EPS
(10) Fair Value Measurements
As of March 31, 2026 and December 30, 2025, the fair values of cash and cash equivalents, accounts receivable, and accounts payable approximated their carrying values based on the short-term nature of these instruments. There were no transfers among levels within the fair value hierarchy during the 13 weeks ended March 31, 2026.
The following table presents the fair values for our financial assets and liabilities measured on a recurring basis:
Fair Value Measurements
Level
Deferred compensation plan—assets
1
136,187
134,347
Deferred compensation plan—liabilities
(136,194)
(134,158)
Debt securities
9,332
4,188
We report the accounts of the deferred compensation plan in other assets and the corresponding liability in other liabilities in our unaudited condensed consolidated balance sheets. During the 13 weeks ended March 31, 2026, we transitioned a portion of the plan assets to company-owned life insurance contracts which are recorded at their cash surrender value. The remaining investments are trading securities which are recorded based on quoted market prices. The realized and unrealized holding gains and losses related to these investments, as well as the offsetting compensation
11
expense, are reported in general and administrative expense in our unaudited condensed consolidated statements of income and comprehensive income.
Debt security investments are held by our wholly-owned captive insurance company as collateral for certain insurance coverages. These investments, which are classified as available-for-sale, are primarily comprised of corporate bonds and are reported in other long-term assets in our unaudited condensed consolidated balance sheets. The fair value of these investments is based on market values obtained from an independent third-party pricing service. Unrealized gains and losses related to these investments are reported in other comprehensive income in our unaudited condensed consolidated statements of income and comprehensive income.
(11) Stock Repurchase Programs
On February 19, 2025, our Board of Directors (the "Board") approved a stock repurchase program under which we may repurchase up to $500.0 million of our common stock. This stock repurchase program commenced on February 24, 2025, has no expiration date, and replaced a previous stock repurchase program which was approved on March 17, 2022 that authorized the Company to repurchase up to $300.0 million of our common stock. All repurchases to date under our stock repurchase programs have been made through open market transactions. The timing and the amount of any repurchases are determined by management under parameters established by the Board, based on an evaluation of our stock price, market conditions, and other corporate considerations, including complying with Rule 10b5-1 trading arrangements under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and as applicable.
For the 13 weeks ended March 31, 2026, we paid $28.2 million, excluding excise taxes, to repurchase 161,215 shares of our common stock. For the 13 weeks ended April 1, 2025, we paid $50.2 million, excluding excise taxes, to repurchase 281,091 shares of our common stock. This included $30.0 million repurchased under our prior authorization and $20.2 million repurchased under our current authorization. As of March 31, 2026, $351.8 million remained under our authorized stock repurchase program.
(12) Segment Information
The Chief Executive Officer is our chief operating decision maker (the "CODM"). The CODM assesses the performance of the business and allocates resources at the concept level and as a result we have identified Texas Roadhouse, Bubba's 33, and Jaggers as separate operating segments. In addition, we have identified our retail initiatives as a separate operating segment. Finally, we have identified Texas Roadhouse and Bubba’s 33 as reportable segments. The Texas Roadhouse reportable segment includes the results of our company and franchise Texas Roadhouse restaurants. The Bubba's 33 reportable segment includes the results of our company Bubba's 33 restaurants. Our remaining operating segments, which include the results of our company and franchise Jaggers restaurants and the results of our retail initiatives, are included in Other. In addition, corporate-related assets, depreciation and amortization, and capital expenditures are also included in Other.
The CODM uses restaurant margin as the primary financial measure for assessing the performance of our segments. Restaurant margin represents restaurant and other sales less restaurant-level operating costs, including food and beverage costs, labor, rent, and other operating costs. Restaurant margin is also used by our CODM to evaluate core restaurant-level operating efficiency and performance, assist in the evaluation of operating trends over time, and in making capital allocation decisions. Capital allocation decisions include approving new store openings and the refurbishment, expansion, or relocation of existing restaurants.
In calculating restaurant margin, we exclude certain non-restaurant-level costs that support operations, including pre-opening and general and administrative expenses, but do not have a direct impact on restaurant-level operational efficiency and performance. We exclude pre-opening expenses as they occur at irregular intervals and would impact comparability to prior period results. We exclude depreciation and amortization expenses, substantially all of which relate to restaurant-level assets, as it represents a non-cash charge for the investment in our restaurants. We exclude impairment and closure expenses as we believe this provides a clearer perspective of the Company’s ongoing operating performance and a more useful comparison to prior period results. Restaurant margin as presented may not be comparable to other similarly titled measures of other companies in our industry.
12
Restaurant and other sales for all operating segments are derived primarily from food and beverage sales. We do not rely on any major customer as a source of sales and the customers and assets of our reportable segments are located predominantly in the United States. There are no material transactions between reportable segments.
The following tables reconcile our segment results to our consolidated results reported in accordance with GAAP:
Texas Roadhouse
Bubba's 33
1,525,072
92,301
9,316
Restaurant operating costs (excluding depreciation and amortization)
Food and Beverage
545,210
26,089
498,338
33,305
2,976
22,059
2,348
306
Other Operating
210,316
16,544
1,766
Restaurant margin
249,149
14,015
1,265
264,429
46,807
5,211
4,825
Segment assets
2,753,983
331,679
489,068
Capital expenditures
61,801
13,410
4,954
80,165
1,352,219
79,618
8,505
465,956
22,350
2,685
448,688
28,539
2,748
20,191
2,035
251
192,099
13,912
1,604
225,285
12,782
1,217
239,284
40,222
4,307
4,271
2,488,061
270,132
432,940
3,191,133
61,343
12,959
3,087
77,389
13
A reconciliation of restaurant margin to income from operations is presented below. We do not allocate interest income, net and equity income from investments in unconsolidated affiliates to reportable segments.
Add:
Less:
14
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
CAUTIONARY STATEMENT
This report contains forward-looking statements based on our current expectations, estimates, and projections about our industry and certain assumptions made by us. Words such as "anticipates," "expects," "intends," "plans," "believes," "seeks," "estimates," "may," "will," and variations of these words or similar expressions are intended to identify forward-looking statements. In addition, any statements that refer to expectations, projections, or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. Such statements are not guarantees of future performance and are subject to certain risks, uncertainties, and assumptions that are difficult to predict. Therefore, our actual results could differ materially and adversely from those expressed in any forward-looking statements as a result of various factors. The section entitled "Risk Factors" in our Annual Report on Form 10-K for the fiscal year ended December 30, 2025, and in Part II, Item 1A in this Form 10-Q, along with disclosures in our other Securities and Exchange Commission ("SEC") filings discuss some of the important risk factors that may affect our business, results of operations, or financial condition. You should carefully consider those risks, in addition to the other information in this report, and in our other filings with the SEC, before deciding to invest in our Company or to maintain or increase your investment. We undertake no obligation to revise or update publicly any forward-looking statements, except as may be required by applicable law. The information contained in this Form 10-Q is not a complete description of our business or the risks associated with an investment in our common stock. We urge you to carefully review and consider the various disclosures made by us in this report and in our other reports filed with the SEC that discuss our business in greater detail and advise interested parties of certain risks, uncertainties, and other factors that may affect our business, results of operations, or financial condition.
Our Company
Texas Roadhouse, Inc. is a growing restaurant company operating predominantly in the casual dining segment. Our late founder, W. Kent Taylor, started the Company in 1993 with the opening of the first Texas Roadhouse restaurant in Clarksville, Indiana. Since then, we have grown to three concepts with 822 restaurants in 49 states, one U.S. territory, and ten foreign countries. As of March 31, 2026, our 822 restaurants included:
We have contractual arrangements that grant us the right to acquire at pre-determined formulas the equity interests in 18 of the 20 majority-owned company restaurants and 32 of the 37 systemwide domestic franchise restaurants.
Throughout this report, we use the term "restaurants" to include Texas Roadhouse and Bubba’s 33, unless otherwise noted.
Presentation of Financial and Operating Data
Throughout this report, the 13 weeks ended March 31, 2026 and April 1, 2025, are referred to as Q1 2026 and Q1 2025, respectively. Fiscal year 2026 will be 52 weeks in length, with the quarters 13 weeks in length. Fiscal year 2025 was 52 weeks in length, with the quarters 13 weeks in length.
Key Measures We Use to Evaluate Our Company
Key measures we use to evaluate and assess our business include the following:
In calculating restaurant margin, we exclude certain non-restaurant-level costs that support operations, including pre-opening and general and administrative expenses, but do not have a direct impact on restaurant-level operational efficiency and performance. We exclude pre-opening expenses as they occur at irregular intervals and would impact comparability to prior period results. We exclude depreciation and amortization expenses, substantially all of which relate to restaurant-level assets, as they represent a non-cash charge for the investment in our restaurants. We exclude impairment and closure expenses as we believe this provides a clearer perspective of the Company’s ongoing operating performance and a more useful comparison to prior period results. Restaurant margin as presented may not be comparable to other similarly titled measures of other companies in our industry. A reconciliation of income from operations to restaurant margin is included in the Results of Operations section below.
16
Other Key Definitions
Q1 2026 Financial Highlights
Total revenue increased $185.5 million or 12.8% to $1,633.2 million in Q1 2026 compared to $1,447.6 million in Q1 2025 primarily due to increases in comparable restaurant sales and store weeks. Comparable restaurant sales and store weeks increased 7.1% and 5.7%, respectively, at company restaurants in Q1 2026 compared to Q1 2025. The increase in comparable restaurant sales was due to an increase in guest traffic along with an increase in per person average check. The increase in store weeks was due to new store openings and the acquisition of franchise restaurants.
Net income increased $9.8 million or 8.6% to $123.4 million in Q1 2026 compared to $113.7 million in Q1 2025 primarily due to higher restaurant margin dollars, as described below, partially offset by higher depreciation and amortization expenses and higher general and administrative expenses. Diluted earnings per share increased 9.6% to $1.87 in Q1 2026 from $1.70 in Q1 2025 due to the increase in net income and the impact of share repurchases.
Restaurant margin dollars increased $25.1 million or 10.5% to $264.4 million in Q1 2026 compared to $239.3 million in Q1 2025 primarily due to higher sales. Restaurant margin, as a percentage of restaurant and other sales, decreased to 16.3% in Q1 2026 compared to 16.6% in Q1 2025. The decrease in restaurant margin, as a percentage of restaurant and other sales, was primarily due to commodity inflation of 6.2% and wage and other labor inflation of 3.8% partially offset by higher sales.
Capital allocation spend included capital expenditures of $80.2 million, franchise acquisitions of $71.8 million, dividends of $49.4 million, and repurchases of common stock of $28.2 million.
18
Results of Operations
%
Consolidated Statements of Income:
99.6
99.5
0.4
0.5
100.0
(As a percentage of restaurant and other sales)
35.3
34.1
32.9
33.3
1.5
1.6
14.0
14.4
(As a percentage of total revenue)
3.5
3.4
NM
3.7
3.9
91.0
90.7
9.0
9.3
0.1
9.4
1.3
1.4
7.7
8.0
Net income attributable to noncontrolling interests
0.2
7.6
7.9
NM — Not meaningful
19
Reconciliation of Income from Operations to Restaurant Margin
($ In thousands, except restaurant margin $ per store week)
Restaurant margin $/store week
28,203
26,977
Restaurant margin (as a percentage of restaurant and other sales)
16.3%
16.6%
See above for the definition of restaurant margin.
Restaurant Unit Activity
Jaggers
Balance at December 30, 2025
816
744
56
Company openings
Franchise openings - Domestic
Franchise openings - International
Balance at March 31, 2026
822
749
Company - Texas Roadhouse
657
629
Company - Bubba's 33
50
Company - Jaggers
Total company restaurants
723
688
Franchise - Texas Roadhouse - Domestic
31
42
Franchise - Jaggers - Domestic
Franchise - Texas Roadhouse - International (1)
61
57
Franchise - Jaggers - International
Total franchise restaurants
99
104
Total restaurants
792
20
Q1 2026 compared to Q1 2025
Restaurant and Other Sales
Restaurant and other sales increased 12.9% in Q1 2026 compared to Q1 2025. The following table summarizes certain key drivers and/or attributes of restaurant sales at company restaurants for the periods presented. Company restaurant count activity is shown in the restaurant unit activity table above.
Q1 2026
Q1 2025
Company restaurants (all concepts):
Increase in store weeks
5.7
7.1
Increase in average unit volume
6.4
2.4
0.8
Total increase in restaurant and other sales
12.9
9.6
Store weeks
9,376
8,870
Comparable restaurant sales
Texas Roadhouse restaurants:
8,518
8,111
7.5
Average unit volume (in thousands)
2,341
2,190
Weekly sales by group:
Comparable restaurants (619 and 580 units)
181,030
169,279
Average unit volume restaurants (23 and 28 units) (1)
155,344
138,192
Restaurants less than six months old (15 and 21 units)
168,119
157,237
Bubba's 33 restaurants:
728
642
0.9
1,610
1,592
Comparable restaurants (48 and 41 units)
123,624
123,117
Average unit volume restaurants (4 and 7 units) (1)
126,645
118,709
Restaurants less than six months old (4 and 2 units)
148,448
145,011
The increase in restaurant sales for Q1 2026 was primarily attributable to an increase in comparable restaurant sales and an increase in store weeks. The increase in comparable restaurant sales was driven by an increase in guest traffic count along with an increase in our per person average check as shown in the table below. The increase in store weeks was driven by new store openings and the acquisition of franchise restaurants.
Guest traffic counts
4.5
1.1
Per person average check
2.6
To-go sales as a percentage of restaurant sales were 14.6% in Q1 2026 compared to 13.6% in Q1 2025.
21
Per person average check includes the benefit of a menu price increase of approximately 1.4% and 1.7% implemented in Q2 2025 and Q4 2025, respectively. In addition, we implemented a menu price increase of approximately 1.9% at the beginning of Q2 2026.
In Q1 2026, we opened four Texas Roadhouse company restaurants and acquired five domestic franchise Texas Roadhouse restaurants. In 2026, we expect store week growth of 5% to 6% across all concepts.
Royalties and Franchise Fees
Royalties and franchise fees decreased $0.8 million or 11.3% in Q1 2026 compared to Q1 2025. The decrease in Q1 2026 compared to Q1 2025 was primarily due to decreased royalties related to the franchise stores that were acquired.
Food and Beverage Costs
Food and beverage costs, as a percentage of restaurant and other sales, increased to 35.3% in Q1 2026 compared to 34.1% in Q1 2025. The increase was primarily driven by commodity inflation of 6.2% in Q1 2026, due to higher beef costs, partially offset by the benefit of a higher average guest check.
In 2026, we expect commodity inflation of 6% to 7%, with prices locked for approximately 65% of our remaining forecasted costs and the remainder subject to floating market prices.
Restaurant Labor Expenses
Restaurant labor expenses, as a percentage of restaurant and other sales, decreased to 32.9% in Q1 2026 compared to 33.3% in Q1 2025. The decrease was primarily driven by the benefit of a higher average guest check and labor productivity partially offset by wage and other labor inflation of 3.8% in Q1 2026.
In 2026, we expect wage and other labor inflation of 3% to 4%.
Restaurant Rent Expense
Restaurant rent expense, as a percentage of restaurant and other sales, decreased to 1.5% in Q1 2026 compared to 1.6% in Q1 2025. The decrease was primarily driven by the increase in average unit volume partially offset by higher rent expense at our newer restaurants.
Restaurant Other Operating Expenses
Restaurant other operating expenses, as a percentage of restaurant and other sales, decreased to 14.0% in Q1 2026 compared to 14.4% in Q1 2025. The decrease was primarily driven by the increase in average unit volume and lower general liability insurance expense partially offset by higher credit card fees.
Pre-opening Expenses
Pre-opening expenses were $6.6 million in Q1 2026 compared to $6.8 million in Q1 2025. Pre-opening costs will fluctuate from quarter to quarter based on specific pre-opening costs incurred for each restaurant, the number and timing of restaurant openings, and the number and timing of restaurant managers hired.
Depreciation and Amortization Expenses
Depreciation and amortization expenses, as a percentage of total revenue, increased to 3.5% in Q1 2026 compared to 3.4% in Q1 2025. The increase was driven by higher depreciation expense at our newer restaurants and intangible asset amortization expense related to the acquisition of franchise restaurants partially offset by the increase in average unit volume.
22
Impairment and Closure Costs, Net
Impairment and closure costs, net were not significant in Q1 2026 and Q1 2025.
General and Administrative Expenses
General and administrative expenses, as a percentage of total revenue, decreased to 3.7% in Q1 2026 compared to 3.9% in Q1 2025. The decrease was primarily driven by the increase in average unit volume and lower rent expense due to the purchase of our Support Center in 2025 partially offset by higher incentive and stock compensation expense.
Interest Income, Net
Interest income, net was $0.5 million in Q1 2026 compared to $1.3 million in Q1 2025. The decrease was driven by decreased earnings on our cash and cash equivalents and borrowings on our credit facility.
Equity Income from Investments in Unconsolidated Affiliates
Equity income was $0.1 million in Q1 2026 compared to $0.2 million Q1 2025. The decrease was driven by fewer affiliates due to the acquisition of six of these affiliates in the prior year.
Income Tax Expense
Our effective tax rate was 14.3% in Q1 2026 compared to 14.8% in Q1 2025. The decrease in the tax rate was driven by an increase in the impact of the FICA tip tax credit partially offset by a decrease in the excess tax benefit on stock compensation, the expiration of the workers’ opportunity tax credit, and an increase in non-deductible officers’ compensation.
In 2026, we expect an effective tax rate of 14% to 15% based on forecasted operating results.
Segment Information
We manage our restaurant and franchising operations by concept and as a result have identified Texas Roadhouse, Bubba's 33, Jaggers, and our retail initiatives as separate operating segments. Our reportable segments are Texas Roadhouse and Bubba's 33. The Texas Roadhouse reportable segment includes the results of our company Texas Roadhouse restaurants and domestic and international franchise Texas Roadhouse restaurants. The Bubba's 33 reportable segment includes the results of our domestic company Bubba's 33 restaurants. Our remaining operating segments, which include the results of our company and franchise Jaggers restaurants and the results of our retail initiatives, are included in Other. In addition, corporate-related assets, depreciation and amortization, and capital expenditures are also included in Other.
The CODM uses restaurant margin as the primary measure for assessing performance of our segments. Restaurant margin (in dollars and as a percentage of restaurant and other sales) represents restaurant and other sales less restaurant-level operating costs, including food and beverage costs, labor, rent, and other operating costs. Restaurant margin is used by our CODM to evaluate core restaurant-level operating efficiency and performance, assist in the evaluation of operating trends over time, and in making capital allocation decisions. Capital allocation decisions include approving new store openings and the refurbishment, expansion, or relocation of existing restaurants. A reconciliation of income from operations to restaurant margin is included in the Results of Operations section above.
23
The following table presents a summary of restaurant margin by segment ($ in thousands):
16.3
16.7
15.2
16.1
13.6
14.3
16.6
In our Texas Roadhouse reportable segment, restaurant margin dollars increased $23.9 million or 10.6% in Q1 2026. The increase was due to higher sales partially offset by higher food and beverage costs due to commodity inflation. In addition, restaurant margin, as a percentage of restaurant and other sales, decreased to 16.3% in Q1 2026 from 16.7% in Q1 2025. Restaurant margin percentage was primarily impacted by commodity inflation partially offset by higher sales.
In our Bubba’s 33 reportable segment, restaurant margin dollars increased $1.2 million or 9.6% in Q1 2026. The increase was due to higher sales partially offset by higher food and beverage costs and an increase in general liability insurance expense. In addition, restaurant margin, as a percentage of restaurant and other sales, decreased to 15.2% in Q1 2026 from 16.1% in Q1 2025. Restaurant margin percentage was primarily impacted by the increased expenses noted above, which were partially offset by higher sales.
Liquidity and Capital Resources
The following table presents a summary of our net cash provided by (used in) operating, investing, and financing activities (in thousands):
Net cash provided by operating activities was $259.1 million in Q1 2026 compared to $237.7 million in Q1 2025. This increase was primarily due to increases in net income, depreciation and amortization expenses, and deferred income taxes partially offset by an unfavorable change in working capital.
Our operations have not required significant working capital and, like many restaurant companies, we have been able to operate with negative working capital, if necessary. Sales are primarily for cash, and restaurant operations do not require significant inventories or receivables. In addition, we receive trade credit for the purchase of food, beverages, and supplies, thereby reducing the need for incremental working capital to support growth.
Net cash used in investing activities was $146.8 million in Q1 2026 compared to $155.6 million in Q1 2025. The decrease was primarily due to proceeds from sale leaseback transactions in Q1 2026.
We require capital principally for the development of new company restaurants, the refurbishment or relocation of existing restaurants, and the acquisition of franchise restaurants. We either lease our restaurant site locations under operating leases for periods of five to 30 years (including renewal periods) or purchase the land when appropriate. As of March 31, 2026, we had developed 156 of the 723 company restaurants on land that we own.
24
The following table presents a summary of capital expenditures (in thousands):
New company restaurants
55,013
36,877
Refurbishment or expansion of existing restaurants
21,181
24,467
Relocation of existing restaurants
1,908
13,864
Capital expenditures related to Support Center office
2,063
2,181
Total capital expenditures
Our future capital requirements will primarily depend on the number and mix of new restaurants we open, the timing of those openings, the restaurant prototype developed in a given fiscal year, and potential franchise acquisitions. These requirements will include costs directly related to opening, maintaining, or relocating restaurants and may also include costs necessary to ensure that our infrastructure is able to support a larger restaurant base.
We intend to satisfy our capital requirements over the next 12 months with cash on hand, net cash provided by operating activities and, if needed, funds available under our revolving credit facility. In 2026, we expect capital expenditures of approximately $400 million.
Net cash used in financing activities was $32.5 million in Q1 2026 compared to $106.3 million in Q1 2025. The decrease was primarily due to borrowing $50.0 million on our credit facility and a decrease in share repurchases.
On February 18, 2026, our Board approved the payment of a quarterly cash dividend of $0.75 per share of common stock compared to the quarterly dividend of $0.68 per share of common stock declared in 2025. The payment of quarterly dividends totaled $49.4 million and $45.2 million in Q1 2026 and Q1 2025, respectively.
On May 6, 2026, our Board approved the payment of the Q2 2026 cash dividend of $0.75 per share of common stock. This payment will be distributed on June 30, 2026, to shareholders of record at the close of business on June 2, 2026.
On February 19, 2025, our Board approved a stock repurchase program for the repurchase of up to $500.0 million of our common stock. This stock repurchase program has no expiration date and replaces the previous stock repurchase program which was approved in 2022.
During Q1 2026, we paid $28.2 million, excluding excise taxes, to repurchase 161,215 shares of our common stock. During Q1 2025, we paid $50.2 million, excluding excise taxes, to repurchase 281,091 shares of our common stock. As of March 31, 2026, $351.8 million remained under our authorized stock repurchase program.
On April 24, 2025, we entered into an agreement for a revolving credit facility with a syndicate of commercial lenders led by JPMorgan Chase Bank, N.A. and PNC Bank, N.A. This credit facility superseded and replaced our previous credit facility.
The credit facility is an unsecured, revolving credit agreement and has a borrowing capacity of up to $450.0 million with the option to increase the capacity by an additional $250.0 million subject to certain limitations, including approval by the syndicate of commercial lenders. The credit facility has a maturity date of April 24, 2030.
As of March 31, 2026, we had $50.0 million in outstanding borrowings under the credit facility and had $397.6 million of availability, net of $2.4 million of outstanding letters of credit, respectively. As of December 30, 2025, we had no outstanding borrowings under the previous credit facility and had $447.6 million of availability, net of $2.4 million of outstanding letters of credit.
25
The lenders’ obligation to extend credit pursuant to the credit facility depends on us maintaining certain financial covenants, including a minimum consolidated fixed charge coverage ratio and a maximum consolidated leverage ratio. The credit facility permits us to incur additional secured or unsecured indebtedness, except for the incurrence of secured indebtedness that in the aggregate is equal to or greater than $125.0 million and 20% of our consolidated tangible net worth. We were in compliance with all financial covenants as of March 31, 2026.
Guarantees
As of March 31, 2026 and December 30, 2025, we were contingently liable for $7.6 million and $7.8 million, respectively, for five lease guarantees. These amounts represent the maximum potential liability of future payments under the guarantees. In the event of default, the indemnity and default clauses in our assignment agreements govern our ability to pursue and recover damages incurred. No material liabilities have been recorded as of March 31, 2026 and December 30, 2025 as the likelihood of default was deemed to be less than probable and the fair value of the guarantees is not considered significant.
26
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Information regarding market risk appears in our Annual Report on Form 10-K for the year ended December 30, 2025 in Part II, Item 7A, Quantitative and Qualitative Disclosures About Market Risk. There have been no material changes in market risk previously disclosed in our Form 10-K for the fiscal year ended December 30, 2025.
ITEM 4. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
We have evaluated the effectiveness of the design and operation of our disclosure controls and procedures pursuant to, and as defined in, Rules 13a-15(e) and 15d-15(e) under the Exchange Act as of the end of the period covered by this report. Based on the evaluation, performed under the supervision and with the participation of our management, including the Chief Executive Officer (the "CEO") and the Chief Financial Officer (the "CFO"), our management, including the CEO and CFO, concluded that our disclosure controls and procedures were effective as of March 31, 2026.
Changes in Internal Control
There were no changes in the Company’s internal control over financial reporting that occurred during the 13 weeks ended March 31, 2026 that materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
PART II — OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Information regarding legal proceedings is included in Note 6 to the Condensed Consolidated Financial Statements appearing in Part 1, Item 1 of this report on Form 10-Q.
ITEM 1A. RISK FACTORS
Information regarding risk factors appears in our Annual Report on Form 10-K for the year ended December 30, 2025, under the heading "Special Note Regarding Forward-looking Statements" and in Part I, Item 1A, Risk Factors. There have been no material changes from the risk factors previously disclosed in our Form 10-K for the fiscal year ended December 30, 2025.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
In 2008, our Board approved our first stock repurchase program. From inception through March 31, 2026, we have paid $941.5 million, excluding excise taxes, through our authorized stock repurchase programs to repurchase 22,988,352 shares of our common stock at an average price per share of $40.96. On February 19, 2025, our Board approved a stock repurchase program under which we may repurchase up to $500.0 million of our common stock. This new stock repurchase program commenced on February 24, 2025, has no expiration date, and replaces the previous stock repurchase program which was approved on March 17, 2022 with respect to the repurchase of up to $300.0 million of common stock. All repurchases to date under our stock repurchase programs have been made through open market transactions. The timing and the amount of any repurchases through this program will be determined by management under parameters established by the Board, based on an evaluation of our stock price, market conditions and other corporate considerations, including complying with Rule 10b5-1 trading arrangements under the Exchange Act, as applicable.
For the 13 weeks ended March 31, 2026, we paid $28.2 million, excluding excise taxes, to repurchase 161,215 shares of our common stock. As of March 31, 2026, $351.8 million remained authorized for stock repurchases.
Maximum Number
(or Approximate
Total Number of
Dollar Value)
Shares Purchased
of Shares that
Total Number
Average
as Part of Publicly
May Yet Be
of Shares
Price Paid
Announced Plans
Purchased Under the
Period
Purchased
per Share
or Programs
Plans or Programs
December 31 to January 27
5,365
186.03
378,975,068
January 28 to February 24
46,791
184.06
370,362,940
February 25 to March 31
109,059
170.42
351,777,442
161,215
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. MINE SAFETY DISCLOSURES
Not applicable.
ITEM 5. OTHER INFORMATION
Rule 10b5-1 Trading Plans
In accordance with the disclosure requirement set forth in Item 408 of Regulation S-K, the following table discloses any executive officer or director who is subject to the filing requirements of Section 16 of the Exchange Act that adopted a Rule 10b5-1 trading arrangement during the 13 weeks ended March 31, 2026. These trading arrangements are intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
Name
Title
Adoption Date
End Date (1)
Aggregate Number of Securities to be Sold
Sean G. Renfroe
General Counsel
3/11/2026
3/2/2027
425
Other than as disclosed above, no other executive officer or director adopted, modified, or terminated a Rule 10b5-1 or a non-Rule 10b5-1 trading arrangement during the 13 weeks ended March 31, 2026.
ITEM 6. EXHIBITS
Exhibit No.
Description
31.1
Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2
31.3
32.1
Certifications pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS
Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH
Inline XBRL Taxonomy Extension Schema Document
101.CAL
Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF
Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB
Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase Document
Cover page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
TEXAS ROADHOUSE, INC.
Date: May 8, 2026
By:
/s/ GERALD L. MORGAN
Gerald L. Morgan
Chief Executive Officer, Executive Vice Chairman
(Principal Executive Officer)
/s/ MICHAEL S. LENIHAN
Michael S. Lenihan
Chief Financial Officer
(Principal Financial Officer)
/s/ KEITH V. HUMPICH
Keith V. Humpich
Chief Accounting and Financial Services Officer
(Principal Accounting Officer)