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What changed in Texas Roadhouse, Inc.'s 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of Texas Roadhouse, Inc.'s 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+341 added−321 removedSource: 10-K (2026-02-27) vs 10-K (2025-02-28)

Top changes in Texas Roadhouse, Inc.'s 2025 10-K

341 paragraphs added · 321 removed · 282 edited across 8 sections

Item 1. Business

Business — how the company describes what it does

92 edited+23 added−10 removed81 unchanged
Biggest changeWe expect our average capital investment for restaurants to be opened in 2025 to be approximately $8.6 million. 7 Table of Contents Existing Restaurant Locations As of December 31, 2024, we had 666 company restaurants and 118 franchise restaurants in 49 states, one U.S. territory, and ten foreign countries as shown in the chart below. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Number of Restaurants ​ Company Franchise Total Alabama 12 — 12 ​ Alaska 2 — 2 ​ Arizona 22 — 22 ​ Arkansas 9 — 9 ​ California 8 ​ 11 19 ​ Colorado 17 1 18 ​ Connecticut 6 — 6 ​ Delaware 5 — 5 ​ Florida 48 — 48 ​ Georgia 17 3 20 ​ Idaho 6 — 6 ​ Illinois 19 — 19 ​ Indiana 30 8 38 ​ Iowa 11 — 11 ​ Kansas 7 1 8 ​ Kentucky 20 3 23 ​ Louisiana 10 1 11 ​ Maine 3 — 3 ​ Maryland 14 — 14 ​ Massachusetts 10 1 11 ​ Michigan 22 3 25 ​ Minnesota 7 — 7 ​ Mississippi 3 — 3 ​ Missouri 18 — 18 ​ Montana 2 1 3 ​ Nebraska 4 — 4 ​ Nevada 4 — 4 ​ New Hampshire 4 — 4 ​ New Jersey 10 — 10 ​ New Mexico 9 — 9 ​ New York 22 — 22 ​ North Carolina 22 3 25 ​ North Dakota 2 1 3 ​ Ohio 38 1 39 ​ Oklahoma 10 — 10 ​ Oregon 2 — 2 ​ Pennsylvania 29 6 35 ​ Rhode Island 3 — 3 ​ South Carolina 9 — 9 ​ South Dakota 2 — 2 ​ Tennessee 19 1 20 ​ Texas 93 ​ 6 99 ​ Utah 10 1 11 ​ Vermont 1 — 1 ​ Virginia 24 — 24 ​ Washington 4 1 5 ​ West Virginia 4 3 7 ​ Wisconsin 11 4 15 ​ Wyoming 2 — 2 ​ Total domestic restaurants 666 60 726 ​ Puerto Rico ​ — ​ 1 ​ 1 ​ Bahrain ​ — ​ 1 ​ 1 ​ China ​ — ​ 1 ​ 1 ​ South Korea ​ — ​ 8 ​ 8 ​ Kuwait — 3 3 ​ Mexico ​ — ​ 4 ​ 4 ​ Philippines — 24 24 ​ Qatar — 1 1 ​ Saudi Arabia — 4 4 ​ Taiwan ​ — ​ 6 ​ 6 ​ United Arab Emirates ​ — ​ 5 ​ 5 ​ Total international restaurants, including a U.S. territory — 58 58 ​ Total system-wide restaurants 666 118 784 ​ 8 Table of Contents ​ Food Menu.
Biggest changeWe expect our average capital investment for restaurants to be opened in 2026 to decrease to approximately $8.5 million primarily due to lower building and sitework costs associated with the smaller prototype, partially offset by higher rent. 7 Table of Contents Existing Restaurant Locations As of December 30, 2025, we had 714 company restaurants and 102 franchise restaurants in 49 states, one U.S. territory, and ten foreign countries as shown in the chart below. ​ ​ ​ ​ ​ ​ ​ ​ ​ Number of Restaurants ​ ​ ​ ​ Company ​ ​ ​ Franchise ​ ​ ​ Total Alabama 13 — 13 Alaska 2 — 2 Arizona 24 — 24 Arkansas 9 — 9 California 14 ​ 5 19 Colorado 17 1 18 Connecticut 6 — 6 Delaware 5 — 5 Florida 50 — 50 Georgia 21 1 22 Idaho 6 — 6 Illinois 21 — 21 Indiana 37 2 39 Iowa 11 — 11 Kansas 7 1 8 Kentucky 22 3 25 Louisiana 11 1 12 Maine 3 — 3 Maryland 14 — 14 Massachusetts 11 — 11 Michigan 23 3 26 Minnesota 7 — 7 Mississippi 3 — 3 Missouri 19 — 19 Montana 3 — 3 Nebraska 4 — 4 Nevada 4 — 4 New Hampshire 4 — 4 New Jersey 10 — 10 New Mexico 11 — 11 New York 22 — 22 North Carolina 23 3 26 North Dakota 3 — 3 Ohio 40 — 40 Oklahoma 10 — 10 Oregon 2 — 2 Pennsylvania 30 5 35 Rhode Island 3 — 3 South Carolina 9 — 9 South Dakota 2 — 2 Tennessee 20 — 20 Texas 101 ​ 7 108 Utah 10 1 11 Vermont 1 — 1 Virginia 25 — 25 Washington 4 1 5 West Virginia 4 3 7 Wisconsin 11 4 15 Wyoming 2 — 2 Total domestic restaurants 714 41 755 Puerto Rico ​ — ​ 2 ​ 2 Bahrain ​ — ​ 1 ​ 1 China ​ — ​ 1 ​ 1 South Korea ​ — ​ 8 ​ 8 Kuwait — 3 3 Mexico ​ — ​ 5 ​ 5 Philippines — 25 25 Qatar — 1 1 Saudi Arabia — 4 4 Taiwan ​ — ​ 6 ​ 6 United Arab Emirates ​ — ​ 5 ​ 5 Total international restaurants, including a U.S. territory — 61 61 Total system-wide restaurants 714 102 816 8 Table of Contents ​ Food Menu.
As a part of our overall People-First strategy, we are committed to providing training and development opportunities through a variety of in-person and virtual programs and classes that are offered to restaurant employees, operators, and Support Center employees, all of which are designed to give employees at all levels the tools to succeed at their current job as well as opportunities for continuous learning, networking, growth, and development.
As a part of our overall People-First strategy, we are committed to providing training and development opportunities through a variety of in-person and virtual programs and classes that are offered to restaurant employees, operators, and Support Center employees, all of which are designed to give employees at all levels the tools to succeed at their current job as well as opportunities for continuous learning, networking, skills growth, and development.
The food team also has incorporated technology in the food safety program which includes the use of electronic checklists that can capture and report trends and digital temperature monitoring and cooling automation. 9 Table of Contents We perform regular food safety and sanitation audits on our restaurants and these results are reviewed by various members of operations and management.
The food team also has incorporated technology in the food safety program which includes the use of electronic checklists that can capture and report trends and digital temperature monitoring and cooling automation. 9 Table of Contents We perform regular food safety and sanitation audits of our restaurants and these results are reviewed by various members of operations and management.
Our restaurants are also subject to other federal and state labor laws and regulations governing such matters as health benefits, leaves of absence, unemployment taxes, workers’ compensation, work authorization and eligibility requirements, working conditions, safety standards, equal employment opportunities, anti-discrimination and harassment, reasonable accommodation, and other similar legal requirements.
Our restaurants are also subject to other federal and state labor laws and regulations governing such matters as health benefits, leaves of absence, unemployment taxes, workers’ compensation, work authorization and eligibility requirements and enforcement, working conditions, safety standards, equal employment opportunities, anti-discrimination and harassment, reasonable accommodation, and other similar legal requirements.
Substantially all Texas Roadhouse restaurants are of our prototype design, reflecting a rustic southwestern lodge atmosphere. The interiors feature wood walls and stained concrete floors and are decorated with hand- painted murals, neon signs, southwestern prints, rugs, and artifacts. The restaurants continuously play upbeat country hits.
Substantially all Texas Roadhouse restaurants are of our prototype design, reflecting a rustic southwestern lodge atmosphere. The interiors feature wood walls and stained concrete floors and are decorated with hand-painted murals, neon signs, southwestern prints, rugs, and artifacts. The restaurants continuously play upbeat country music hits.
Our Texas Roadhouse restaurants feature a rustic southwestern lodge décor accentuated with hand- painted murals, neon signs, and southwestern prints, rugs, and artifacts. Additionally, our restaurants continuously play upbeat country hits. Our Bubba’s 33 restaurants feature walls lined with televisions playing sporting events and music videos and are decorated with sports jerseys, neon signs, and other local flair.
Our Texas Roadhouse restaurants feature a rustic southwestern lodge décor accentuated with hand-painted murals, neon signs, and southwestern prints, rugs, and artifacts. Additionally, our restaurants continuously play upbeat country hits. Our Bubba’s 33 restaurants feature walls lined with televisions airing sporting events and music videos and are decorated with sports jerseys, neon signs, and other local flair.
Our mission statement is "Legendary Food, Legendary Service ® " and our core values are "Passion, Partnership, Integrity, and Fun with Purpose." Our operating strategy is designed to position each of our casual dining restaurants as the local hometown favorite for a broad segment of consumers seeking high quality, affordable meals served with friendly, attentive service.
Our mission statement is "Legendary Food, Legendary Service ® " and our core values are "Passion, Partnership, Integrity, and Fun with Purpose." Our operating strategy is designed to position each of our restaurants as the local hometown favorite for a broad segment of consumers seeking high quality, affordable meals served with friendly, attentive service.
The development and operation of restaurants depends on selecting and acquiring suitable sites that satisfy our financial targets, which are subject to zoning, land use, environmental, traffic, and other regulations. We are also subject to laws and regulations relating to the preparation and sale of food, including regulations regarding product safety, nutritional content, and menu labeling.
The development and operation of restaurants depends on selecting and acquiring suitable sites that satisfy our financial targets, which are subject to zoning, land use, environmental, traffic, and other regulations. We are also subject to laws and regulations relating to the preparation and sale of food, including regulations regarding product safety, nutritional content, consumer protection, and menu labeling.
We receive valuable feedback from our guests through the use of guest surveys, our various websites including "texasroadhouse.com," "bubbas33.com" or "eatjaggers.com," a toll- free guest response telephone line, tabletop kiosks in the restaurant, emails, letters, social media, and personal interaction in the restaurant.
We receive valuable feedback from our guests through the use of guest surveys, our various websites including "texasroadhouse.com," "bubbas33.com," or "eatjaggers.com," a toll- free guest response telephone line, emails, letters, social media, and personal interaction in the restaurant.
Kent Taylor, started the business in 1993 with the opening of the first Texas Roadhouse restaurant in Clarksville, Indiana. Since then, we have grown to three concepts with 784 restaurants in 49 states, one U.S. territory, and ten foreign countries.
Kent Taylor, started the business in 1993 with the opening of the first Texas Roadhouse restaurant in Clarksville, Indiana. Since then, we have grown to three concepts with 816 restaurants in 49 states, one U.S. territory, and ten foreign countries.
Founded in 2005, Andy’s Outreach is a non-profit, tax-exempt organization whose mission is to provide financial support to employees of Texas Roadhouse and their families in times of severe hardship or crisis and in cases of tragic or catastrophic need.
Andy’s Outreach is a non-profit, tax-exempt organization whose mission is to provide financial support to employees of Texas Roadhouse and their families in times of severe hardship or crisis and in cases of tragic or catastrophic need.
As part of our process, we have developed proprietary recipes to provide consistency in quality and taste throughout all restaurants. We expect a management level employee to inspect every entrée before it leaves the kitchen to confirm it matches the guest’s order and meets our standards for quality, portion size, appearance, and presentation.
As part of our process, we have developed proprietary recipes to provide 5 Table of Contents consistency in quality and taste throughout all restaurants. We expect a management level employee to inspect every entrée before it leaves the kitchen to confirm it matches the guest’s order and meets our standards for quality, portion size, appearance, and presentation.
Doster was a Vice President at FSA Public Relations, where he and his staff provided a number of services, including public relations, crisis management, and issues management, for national clients, including, Jimmy John’s Gourmet Sandwich Shops, Qdoba Mexican Grill, and Cameron Mitchell Restaurants. Mr. Doster has over 30 years of media, public relations, and industry experience.
Doster was a Vice President at FSA Public Relations, where he and his staff provided a number of services, including public relations, crisis management, and issues management, for national clients, including, Jimmy John’s Gourmet Sandwich Shops, Qdoba Mexican Grill, and Cameron Mitchell Restaurants. Mr. Doster has over 30 years of media, public relations, and industry experience. L. Paul Marshall. Mr.
A significant portion of our marketing fund is spent communicating with our guests inside our restaurants through point of purchase materials. We believe special promotions such as Valentine’s Day, Mother’s Day, and Veterans Day drive notable repeat business. Our eight-week holiday gift card campaign is one of our most impactful promotions. Advertising.
A significant portion of our marketing fund is spent communicating with our guests inside our restaurants through point of purchase materials. We believe special campaigns such as Valentine’s Day, Mother’s Day, Father’s Day, and Veterans Day drive notable repeat business. Our eight-week holiday gift card campaign is one of our most impactful campaigns. Advertising.
Marketing Our marketing strategy aims to promote our brands while retaining a localized focus. We strive to increase comparable restaurant sales by increasing the frequency of visits by our current guests and attracting new guests to our restaurants and also by communicating and promoting our concepts’ food quality, the guest experience, and community support.
Marketing Our marketing strategy aims to promote our brands while retaining a localized focus. We strive to increase comparable restaurant sales by increasing the frequency of visits by our current guests and attracting new guests to our 11 Table of Contents restaurants and also by communicating and promoting our concepts’ food quality, the guest experience, and community support.
Our current prototypical Texas Roadhouse restaurant consists of a freestanding building with approximately 8,000 square feet with seating for approximately 270 to 325 guests and parking for approximately 180 vehicles either on-site or in combination with some form of off-site cross parking arrangement.
Our current prototypical Texas Roadhouse restaurant consists of a freestanding 6 Table of Contents building with approximately 8,000 square feet with seating for approximately 270 to 325 guests and parking for approximately 180 vehicles either on-site or in combination with some form of off-site cross parking arrangement.
We negotiate directly with suppliers for substantially all food and beverage products to maximize quality and freshness and obtain competitive prices. Food and supplies are ordered by and shipped directly to our domestic restaurants. Most food products used in the operation of our restaurants are distributed to individual restaurants through a national distribution company.
We negotiate directly with suppliers for substantially all food and beverage products to maximize quality and freshness and obtain competitive prices. Food and supplies are ordered by and shipped directly to our domestic restaurants. Most food products used in the operation of our restaurants are distributed to individual restaurants through national distribution companies.
For new restaurant openings, a full team of designated trainers, each specializing in a specific restaurant position, is deployed to the restaurant at least ten days before opening. Formal employee training begins seven days before opening and follows a uniform, comprehensive training course as directed by a service coach.
For new restaurant openings, a full team of designated trainers, each specializing in a specific restaurant position, is deployed to the restaurant at least ten days before opening. Formal employee training begins seven days before opening and follows a uniform, comprehensive training course as directed by a training manager.
Our area development or franchise agreements, whether domestic or international, may be terminated if the franchisee defaults in the performance of any of its obligations under the development or franchise agreement, including its obligations to develop the territory or operate its restaurants in accordance with our standards and specifications.
Our area development or franchise agreements, whether domestic or international, may be terminated if the franchisee defaults in the performance of any of its obligations under the development or franchise agreement, including 12 Table of Contents its obligations to develop the territory or operate its restaurants in accordance with our standards and specifications.
In order to serve alcoholic beverages in our restaurants, we must comply with alcoholic beverage control regulations which require each of our restaurants to apply to a state authority, and, in certain locations, county or 14 Table of Contents municipal authorities, for a license or permit to sell alcoholic beverages at our restaurants.
In order to serve alcoholic beverages in our restaurants, we must comply with alcoholic beverage control regulations which require each of our restaurants to apply to a state authority, and, in certain locations, county or municipal authorities, for a license or permit to sell alcoholic beverages at our restaurants.
We value and welcome employees of all walks of life to share their gifts, strengths, voices, talents, and inspiration with us while working in our restaurants and Support Center, as we strive to reflect the communities we are 15 Table of Contents proud to serve.
We value and welcome employees of all walks of life to share their gifts, strengths, voices, talents, and inspiration with us while working in our restaurants and Support Center, as we strive to reflect the communities we are proud to serve.
Historically, sales in most of our restaurants have been higher during the winter months of each year. Holidays, changes in weather, severe weather, and similar conditions may impact sales volumes seasonally in some operating regions. As a result, our quarterly operating results and comparable restaurant sales may fluctuate due to seasonality.
Historically, sales in most of our restaurants have been higher during the first half of each year. Holidays, changes in weather, severe weather, and similar conditions may impact sales volumes seasonally in some operating regions. As a result, our quarterly operating results and comparable restaurant sales may fluctuate due to seasonality.
Through this employee engagement, we believe these listening sessions and tools allow us a better opportunity to constructively engage with and understand our employees’ strengths, opportunities, and challenges as we continue to work to evaluate and develop ways to leverage or address opportunities in our business. Health and Safety.
Through this employee engagement, we believe these listening sessions and tools allow us a better opportunity to constructively engage with and understand our employees’ strengths, opportunities, and challenges as we continue to work to evaluate and develop ways to leverage or address opportunities in our business. 16 Table of Contents Health and Safety.
We base our FICA tax reporting on the disclosures provided to us by our tipped employees. Since 2002, we have had a Tip Rate Alternative Commitment agreement with the Internal Revenue Service. By complying with educational and other requirements of the agreement, we reduce the likelihood of potential employer-only FICA assessments for unreported or underreported tips.
We base our FICA tax reporting on the disclosures provided to us by our tipped employees. We maintain a Tip Rate Alternative Commitment agreement with the Internal Revenue Service. By complying with educational and other requirements of the agreement, we reduce the likelihood of potential employer-only FICA assessments for unreported or underreported tips.
Accordingly, results for any one quarter are not necessarily indicative of results to be expected for any other quarter or for any year and comparable restaurant sales for any particular future period may fluctuate. Human Capital Management At Texas Roadhouse, we take pride in being a People-First company. As of December 31, 2024, we employed approximately 95,000 people.
Accordingly, results for any one quarter are not necessarily indicative of results to be expected for any other quarter or for any year and comparable restaurant sales for any particular future period may fluctuate. Human Capital Management At Texas Roadhouse, we take pride in being a People-First company. As of December 30, 2025, we employed approximately 101,000 people.
Additionally, we employ marketing coordinators at the restaurant and market level to develop and execute the majority of the local marketing strategies. ● Focusing on dinner. In nearly all of our Texas Roadhouse restaurants, we limit our operating hours to dinner only during the weekdays with approximately one half of our restaurants offering lunch on Friday.
Additionally, we employ marketing coordinators at the restaurant and market level to develop and execute the majority of the local marketing strategies. ● Focusing on dinner. In nearly all of our Texas Roadhouse restaurants, we limit our operating hours to dinner only during the weekdays with over 60% of our restaurants offering lunch on Friday.
Our Bubba’s 33 restaurants feature walls lined with televisions playing a variety of sports events and music videos and are decorated with sports jerseys, neon signs, and other local flair. Our fast-casual concept, Jaggers, offers both drive-thru 10 Table of Contents and dining room service in a modern design featuring a contemporary exterior and a comfortable and inviting dining room.
Our 10 Table of Contents Bubba’s 33 restaurants feature walls lined with televisions playing a variety of sports events and music videos and are decorated with sports jerseys, neon signs, and other local flair. Jaggers offers both drive-thru and dining room service in a modern design featuring a contemporary exterior and a comfortable and inviting dining room. People Management Personnel.
Mujica joined the Company in 2012 as Vice President of Information Technology and was subsequently promoted to Chief Information Officer. Prior to joining the Company, Mr. Mujica held senior management positions at The Home Depot and Arthur Andersen. Mr. Mujica has over 30 years of experience in both industry and consulting roles. D. Christopher Monroe. Mr.
Mujica joined the Company in 2012 as Vice President of Information Technology and was subsequently promoted to Chief Information Officer. Prior to joining the Company, Mr. Mujica held senior management positions at The Home Depot and Arthur Andersen. Mr. Mujica has over 30 years of experience in both industry and consulting roles. Travis C. Doster. Mr.
Segment Information We manage our restaurant and franchising operations by concept and as a result have identified Texas Roadhouse, Bubba’s 33, Jaggers, and retail initiatives as separate operating segments.
Segment Information We manage our restaurant and franchising operations by concept and as a result 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.
Monroe is Chief Financial Officer of the Company, having been appointed to this position in June 2023 upon joining the Company. In this role, Mr. Monroe is responsible for overseeing the Company’s accounting, financial reporting, investor relations, tax, treasury, internal audit, and finance functions, as well as serving as the Company’s principal financial officer. Prior to joining the Company, Mr.
Lenihan is Chief Financial Officer of the Company, having been appointed to this position in December 2025 upon joining the Company. In this role, Mr. Lenihan is responsible for overseeing the Company’s accounting, financial reporting, investor relations, tax, treasury, internal audit, and finance functions, as well as serving as the Company’s principal financial officer. Prior to joining the Company, Mr.
Trademarks We derive significant value from the ownership and use of our trademarks, service marks, trade dress, and other intellectual property rights. We rely on these to market our concepts to consumers, distinguish our brands from other restaurant concepts, establish our unique brands, and prevent consumer confusion with other restaurant concepts.
Trademarks We derive significant value from the ownership and use of our trademarks, service marks, trade dress, and other intellectual property rights. We rely on these to market our concepts to consumers, distinguish our brands from other restaurant concepts, establish our unique brands, and prevent consumer confusion with other restaurant concepts, as well as in connection with our retail initiatives.
We accomplish these objectives through three major initiatives. 11 Table of Contents Local Restaurant Marketing. Given our strategy to be a neighborhood destination, local restaurant marketing is integral in developing brand awareness in each market. Managing partners are encouraged to participate in creative, community- based marketing.
We accomplish these objectives through three major initiatives. Local Store Marketing. Given our strategy to be a neighborhood destination, local store marketing is integral in developing brand awareness in each market, for each restaurant. Managing Partners are encouraged to participate in creative, community-based marketing.
Executive officers are appointed by our Board of Directors (the "Board") and serve until their successors are appointed or until resignation or removal, in accordance with their employment agreements. There are no family relationships among any of our executive officers. ​ ​ ​ ​ ​ Name Age Position Gerald L. Morgan ​ 64 ​ Chief Executive Officer Regina A.
Executive officers are appointed by our Board of Directors (the "Board") and serve until their successors are appointed or until resignation or removal, in accordance with their employment agreements. There are no family relationships among any of our executive officers. ​ ​ ​ ​ ​ Name ​ ​ ​ Age ​ ​ ​ Position Gerald L.
Our fast-casual concept, Jaggers, offers both drive-thru and dining room service in a modern design featuring a contemporary exterior and a comfortable and inviting dining room. ● Owner-operator partnership model.
Jaggers offers both drive-thru and dining room service in a modern design featuring a contemporary exterior and a comfortable and inviting dining room. ● Owner-operator partnership model.
We also engage in a variety of promotional activities, such as contributing time, money, and complimentary meals to charitable, civic, and community events. We employ marketing coordinators at the restaurant level and marketing coaches at the market level to develop and execute the majority of the local marketing strategies. In-restaurant Marketing.
We also engage in a variety of promotional activities, such as contributing time and complimentary meals to charitable, civic, and cultural events. We employ local store marketers at the restaurant level and marketing coaches at the market level to develop and execute the majority of the local marketing strategies. In-restaurant Marketing.
Colson joined the Company in 2005, during which time he has held the positions of Senior Counsel, Associate General Counsel, and Executive Director of the Global Development Group. Mr. Colson has over 20 years of restaurant industry experience with Texas Roadhouse, Frost Brown Todd (serving as outside counsel to the Company), YUM!
Colson joined the Company in 2005, during which time he has held the positions of Senior Counsel, Associate General Counsel, and Executive Director of the Global Development Group. Mr. Colson has over 25 years of restaurant industry experience with Texas Roadhouse, Frost Brown Todd (serving as outside counsel to the Company), Yum! Brands Inc., and as assurance staff at KPMG.
Bubba’s 33 is open for daily lunch and dinner service and delivery services are offered at a majority of locations. Our first Bubba’s 33 restaurant opened in May 2013 in Fayetteville, North Carolina. Jaggers is a fast-casual restaurant concept offering burgers, hand-breaded chicken sandwiches and chicken tenders, made-to-order fresh salads, and hand-spun milkshakes.
Bubba’s 33 is open for daily lunch and dinner service and delivery is offered at a majority of locations. Our first Bubba’s 33 restaurant opened in May 2013 in Fayetteville, North Carolina. Jaggers is a fast-casual restaurant concept offering burgers, hand-breaded chicken sandwiches and chicken tenders, made-to-order fresh salads, and hand-spun milkshakes. Jaggers offers drive-thru, carry-out, and dine-in service options.
By providing our partners with a significant stake in the success of our restaurants, we believe that we are able to attract and retain talented, experienced, and highly motivated managing and market partners. We also support our employees by offering competitive wages and benefits for eligible employees.
By providing our partners with a significant stake in the success of our restaurants, we believe that we are able to attract and retain talented, experienced, and highly motivated managing and market partners. Beyond our partner programs, we support our employees by offering competitive wages and a comprehensive benefits package to eligible employees.
When we evaluate menu pricing, we focus on remaining disciplined as we balance short-term pressures with long-term growth while always keeping our guest top of mind. Prices are reviewed individually in each local market and are offered at moderate price points that we believe are as low as or lower than those offered by our competitors without sacrificing food quality.
When we evaluate menu pricing, we focus on remaining disciplined as we balance short-term pressures with long-term growth while always keeping our guest top of mind. Prices are reviewed individually in each local market and are offered at moderate price points without sacrificing food quality.
A franchise agreement may also be terminated if a franchisee becomes insolvent, fails to make its required payments, creates a threat to the public health or safety, ceases to operate the restaurant, or misuses our trademarks. 12 Table of Contents Franchise Compliance Assurance.
A franchise agreement may also be terminated, among other things, if a franchisee becomes insolvent, fails to make its required payments, creates a threat to the public health or safety, ceases to operate the restaurant, or misuses our trademarks. Franchise Compliance Assurance.
Consistent with industry standards, we focus on responsible alcohol service training and carry liquor liability coverage as part of our existing comprehensive general liability insurance as well as excess umbrella coverage. Additionally, and as part of our enterprise risk management program, we have a cross-functional risk subcommittee focused solely on responsible alcohol service.
Consistent with industry standards, we focus on responsible alcohol service training and carry liquor liability coverage as part of our existing comprehensive general liability insurance and excess umbrella coverage, through third-party insurance and/or our wholly-owned captive insurance company. Additionally, and as part of our enterprise risk management program, we have a cross-functional risk subcommittee focused solely on responsible alcohol service.
This included 895 executive and administrative personnel and 3,736 restaurant management personnel, while the remainder were full and part-time hourly restaurant personnel. None of our employees are covered by a collective bargaining agreement and we consider our employee relations to be good. Our business relies on our ability to attract and retain talented employees.
This included 935 executive and administrative personnel and 4,059 restaurant management personnel, while the remainder were full and part-time hourly restaurant personnel. None of our employees are covered by a collective bargaining agreement and we consider our employee relations to be good. Our business relies on our ability to attract, retain, engage, recognize, train, and develop talented employees.
Jaggers offers drive-thru, carry-out, and dine-in service options. We also offer delivery services at a majority of locations. Our first Jaggers restaurant opened in December 2014 in Noblesville, Indiana. Throughout this report, we use the term "restaurants" to include Texas Roadhouse and Bubba’s 33, unless otherwise noted.
We also offer delivery at a majority of locations. Our first Jaggers restaurant opened in December 2014 in Noblesville, Indiana. Throughout this report, we use the term "restaurants" to include Texas Roadhouse and Bubba’s 33, unless otherwise noted.
Our restaurants do not rely on national television or print advertising to promote our brands. Earned local media is a critical part of our strategy that features our products and people in local television, print, and radio.
Our restaurants do not rely on national television or print advertising to promote our brands. Earned local media is a critical part of our strategy that highlights our food, people and community involvement via local television, print, and radio features.
This focus on dinner allows our restaurant teams to prepare for and manage only one shift per day during the week and to prepare for the significant volumes of sales our restaurants generate. 6 Table of Contents Restaurant Development and Unit Economics We consistently evaluate opportunities to develop restaurants in new and existing markets.
This focus on dinner allows our restaurant teams to prepare for and manage only one shift per day during the week and to prepare for the significant volumes of sales our restaurants generate. Restaurant Development and Unit Economics We consistently evaluate opportunities to develop restaurants in new and existing markets. Our site selection process is critical to our growth strategy.
We have systems and processes in place that focus on the protection of our guests’ credit and debit card information and other private information that we are required to protect, such as our employees’ personal information. Our systems have been carefully designed and configured to safeguard against data loss or compromise.
We accept credit cards, debit cards, gift cards, and cash as payment at our restaurants. We have systems and processes in place that focus on the protection of our guests’ credit and debit card information and other private information that we are required to protect. Our systems have been carefully designed and configured to safeguard against data loss or compromise.
We are currently not accepting new domestic Texas Roadhouse franchisees. Internationally, we have entered into area development and franchise agreements for the development and operation of Texas Roadhouse restaurants in several foreign countries and one U.S. territory.
Internationally, we have entered into area development and franchise agreements for the development and operation of Texas Roadhouse restaurants in several foreign countries and one U.S. territory.
Brands, and as assurance staff at KPMG. 17 Table of Contents Hernan E. Mujica. Mr. Mujica is Chief Technology Officer of the Company, having been appointed to this position in January 2023. Mr. Mujica had been previously designated Chief Information Officer, an executive officer position that he held from June 2021 through his appointment to Chief Technology Officer. Mr.
Hernan E. Mujica. Mr. Mujica is Chief Technology Officer of the Company, having been appointed to this position in January 2023. Mr. Mujica had been previously designated Chief Information Officer, an executive officer position that he held from June 2021 through his appointment to Chief Technology Officer. Mr.
We take an expansive and strategic approach to the manner in which we solicit and receive feedback utilizing a variety of methods from in-person focus groups to large-scale surveys.
We take an expansive and strategic approach to the manner in which we solicit and receive feedback utilizing a variety of methods from in-person focus groups to large-scale surveys, as well as our annual "Fall Tour" listening sessions.
We are committed to building long-term partnerships with suppliers who are dedicated to delivering and producing safe, high-quality ingredients and products in a sustainable, ethical, and humane manner.
We are committed to building long-term partnerships with suppliers who are dedicated to delivering and producing safe, high-quality ingredients and products.
People Management Personnel. Each of our restaurants is generally staffed with one managing partner and a combination of operations managers, kitchen managers, service managers, and assistant managers. Managing partners are single restaurant operators who have primary responsibility for the day-to- day operations of the entire restaurant.
Each of our restaurants is generally staffed with one managing partner and a combination of operations managers, kitchen managers, service managers, and assistant managers. Managing partners are single restaurant operators who have primary responsibility for the day-to-day operations of the entire restaurant. Operations managers support the managing partner in overall operations including oversight over the kitchen and service departments.
The table below shows the gender and racial and ethnic diversity of our employees as of December 31, 2024: ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2024 ​ ​ Women ​ People of Color (1) Support Center ​ 53 % ​ 12 % Restaurant Managers ​ 40 % ​ 24 % Hourly Restaurant Employees 57 % ​ 44 % (1) Denotes employees at company restaurants and our Support Center that identify as American Indian/Alaskan Native, Asian, Black/African American, Hispanic/Latino, Native Hawaiian/Pacific Islander, or two or more races.
The table below shows the gender and racial and ethnic makeup of our employees as of December 30, 2025: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 30, 2025 ​ ​ Women ​ People of Color (1) Support Center ​ 54 % ​ 13 % Restaurant Managers ​ 40 % ​ 25 % Hourly Restaurant Employees 57 % ​ 45 % (1) Denotes employees at company restaurants and our Support Center that identify as American Indian/Alaskan Native, Asian, Black/African American, Hispanic/Latino, Native Hawaiian/Pacific Islander, or two or more races.
We are passionate about treating everyone with respect, appreciation, and fairness every day to ensure that we remain a legendary place to work. As a result, we are committed to attracting, retaining, engaging, recognizing, and developing a workforce that mirrors the diversity of our guests and is committed to upholding our shared values.
We are committed to treating everyone with respect, appreciation, and fairness every day to ensure that we remain a legendary place to work. As a result, we are committed to attracting, retaining, engaging, recognizing, training, and developing a workforce that has a variety of talents and experiences and is committed to upholding our shared values.
Mr. Morgan has nearly 40 years of restaurant management experience with Texas Roadhouse, Bennigan’s Restaurants, and Burger King. Regina A. Tobin. Ms. Tobin is President of the Company, having been appointed to this position in January 2023. Ms.
Morgan also previously served as President from December 2020 until Ms. Tobin’s appointment to President in January 2023. Mr. Morgan has 40 years of restaurant management experience with Texas Roadhouse, Bennigan’s Restaurants, and Burger King. Regina A. Tobin. Ms. Tobin is President of the Company, having been appointed to this position in January 2023. Ms.
The product coach team supports all of our full-service domestic restaurants. Food safety and sanitation is of utmost importance to us. We currently utilize several additional programs to help facilitate adherence to proper food preparation procedures and food safety standards including temperature monitoring at vendor distribution centers and our daily taste and temperature procedures within each restaurant.
The product coach team supports all of our full-service domestic restaurants. Food safety and sanitation is of utmost importance to us. We currently utilize several additional programs to help facilitate adherence to proper food preparation procedures and food safety standards.
In addition to domestic regulations, our international business exposes us to additional regulations, including antitrust and tax requirements, anti-boycott legislation, import/export and customs regulations and other international trade regulations, the USA Patriot Act, and the Foreign Corrupt Practices Act.
In addition to domestic regulations, our international business exposes us to additional regulations, including antitrust and tax requirements, anti-boycott legislation, import/export controls and customs requirements, the potential 14 Table of Contents imposition of tariffs or other trade barriers or restrictions, other international trade regulations, the USA Patriot Act, and the Foreign Corrupt Practices Act.
We change our menu only after guest feedback and an extensive study of the operational and economic implications. To maintain our high levels of food quality and service, we generally remove one menu item for every new menu item introduced to facilitate our ability to execute high quality meals on a focused range of menu items.
To maintain our high levels of food quality and service, we generally remove one menu item for every new menu item introduced to facilitate our ability to execute high quality meals on a focused range of menu items.
Of the 118 franchise restaurants, 56 were domestic Texas Roadhouse restaurants, four were domestic Jaggers restaurants, 57 were international Texas Roadhouse restaurants, including one restaurant in a U.S. territory, and one was an international Jaggers restaurant.
Of the 102 franchise restaurants, 36 were domestic Texas Roadhouse restaurants, five were domestic Jaggers restaurants, 60 were international Texas Roadhouse restaurants, including two restaurants in a U.S. territory, and one was an international Jaggers restaurant.
Tobin previously served as the Company’s Chief Learning and Culture Officer, a position she held from June 2021 through her appointment to President. Ms. Tobin joined the Company in 1996, during which time she has held the positions of Managing Partner, Market Partner, and Vice President of Training. Ms. Tobin has nearly 40 years of restaurant industry experience. Christopher C.
Tobin previously served as the Company’s Chief Learning and Culture Officer, a position she held from June 2021 through her appointment to President. Ms. Tobin joined the Company in 1996, during which time she has held the positions of Managing Partner at our first prototype store in Louisville, KY, Market Partner in Southwest Florida, and Vice President of Training.
Andy’s Outreach is mainly funded by the support of Texas Roadhouse employees through payroll contributions, a domestic franchise store that is owned by Andy’s Outreach, and other fundraising efforts.
Andy’s Outreach is mainly funded by the support of Texas Roadhouse employees through payroll contributions, a domestic franchise store that is owned by Andy’s Outreach, and other fundraising efforts. Since its inception, Andy’s Outreach has assisted over 25,000 employees and distributed over $33 million.
Service managers have primary responsibility for managing sections of the front of house staff and certain dining room, bar, and to-go operations including service quality and the guest experience. Assistant managers support our managing partners, operations managers, kitchen managers, and service managers in helping maintain our standards of quality and performance.
Kitchen managers have primary responsibility for managing sections of the kitchen staff and certain kitchen operations including food production, preparation, execution, and quality standards. Service managers have primary responsibility for managing sections of the front of house staff and certain dining room, bar, and to-go operations including service quality and the guest experience.
Our standard Jaggers domestic franchise agreement has a term of ten years with two renewal options for an additional five years each if certain conditions are satisfied. Currently, we have area development agreements in place that allow for the development and operation of Jaggers restaurants both domestically and internationally.
We have also entered into area development and franchise agreements for Jaggers for both domestic and international franchise locations. Our standard Jaggers franchise agreement has a term of ten years with two renewal options for an additional five years each if certain conditions are satisfied.
This strategy guides our purpose statement of "Serving Communities Across America and the World." Restaurant Concepts As of December 31, 2024, we owned and operated 666 restaurants and franchised an additional 118 restaurants. Of the 666 restaurants we owned and operated, we operated 608 as Texas Roadhouse restaurants, 49 as Bubba’s 33 restaurants, and nine as Jaggers restaurants.
This strategy guides our purpose statement of "Serving Communities Across America and the World." Restaurant Concepts As of December 30, 2025, we owned and operated 714 restaurants and franchised an additional 102 restaurants. Of the 714 restaurants we owned and operated, we operated 648 as Texas Roadhouse restaurants, 56 as Bubba’s 33 restaurants, and ten as Jaggers restaurants.
Additionally, we believe that diversity of talent and experience and inclusion of all Roadies is what makes us truly Legendary.
Additionally, we believe that diversity of talent and experience, employee engagement, and inclusion of all Roadies are vital parts of our culture and what makes us truly Legendary.
Colson. Mr. Colson is Chief Legal and Administrative Officer and Corporate Secretary of the Company, having been appointed to Chief Legal and Administrative Officer in January 2023 and Corporate Secretary in August 2019. Mr. Colson previously served as the Company’s General Counsel, a position he held from March 2021 through his appointment to Chief Legal and Administrative Officer. Mr.
Colson previously served as the Company’s Chief Legal and Administrative Officer, a position he held from January 2023 through his appointment to Chief Business and Administrative Officer, and as General Counsel, a position he held from March 2021 until January 2023. Mr.
Our restaurants use a permission- based email loyalty program, as well as social media and digital marketing, to promote the brand and engage with our guests. Our approach to media aligns with our focus on local store marketing and community involvement.
Our restaurants use a permission-based email loyalty program, as well as social media and digital marketing, to promote the brand and engage with our guests. Our approach to media aligns with our focus on local store marketing and community involvement. Additionally, we continue to look for ways through various strategic initiatives to drive awareness and guest engagement with our brands.
In addition to salaries, these programs (which vary by employee level) include, among other items, bonuses, stock awards, retirement savings plans with employer matching contributions, healthcare and insurance benefits, health savings and flexible spending accounts, tuition reimbursement, paid time off, paid parental leave, and various employee assistance programs. Personal Development.
In addition to competitive pay, our benefits programs (which also vary by employee level) include, among other items, retirement savings plans with employer matching contributions, healthcare and insurance benefits, health savings and flexible spending accounts, tuition reimbursement, paid time off, paid parental leave, discounts in our restaurants, and a variety of employee assistance and wellness programs. Training & Development.
In addition, we have identified Texas Roadhouse and Bubba's 33 as reportable segments. 5 Table of Contents Operating Strategy The operating strategy that underlies the growth of our restaurants is built on the following key components: ● Offering high quality, freshly prepared food. We place a great deal of emphasis on providing our guests with high quality, freshly prepared food.
Operating Strategy The operating strategy that underlies the growth of our restaurants is built on the following key components: ● Offering high quality, freshly prepared food. We place a great deal of emphasis on providing our guests with high quality, freshly prepared food.
We guard against business interruption by maintaining a disaster recovery plan, which includes, among other things, storing critical business information off-site, maintaining a redundant data center, testing the disaster recovery plan, and providing on- site power backup.
We guard against business interruption by maintaining a disaster recovery plan, which includes, among other things, storing critical business information off-site, maintaining a redundant data center, testing the disaster recovery plan, and providing on-site power backup. Additionally, we use a risk-based approach to create and implement a detailed set of information security policies and procedures to protect against cybersecurity threats.
For the existing international agreements, the franchisee is generally required to pay us a development fee for our grant of development rights in the named countries, a franchise fee for each restaurant to be opened, and royalties based on a percentage of gross sales. We have also entered into area development and franchise agreements for Jaggers, our fast-casual concept.
For the existing international agreements, the franchisee is generally required to pay us a development fee for our grant of development rights in specified defined territories located within all or certain parts of named countries, a franchise fee for each restaurant to be opened, and royalties based on a percentage of gross sales.
We expect our average capital investment for restaurants to be opened in 2025 to increase to approximately $8.6 million primarily due to increased site work costs and increased rent. In 2024 and 2023, our average capital investment for Bubba’s 33 restaurants was $8.6 million and $8.2 million, respectively.
In 2025 and 2024, our average capital investment for Texas Roadhouse restaurants was approximately $8.3 million and $8.0 million, respectively. In 2025, the increase was primarily due to higher rent and building costs. We expect our average capital investment for restaurants to be opened in 2026 to increase to approximately $8.9 million primarily due to higher rent and building costs.
Information systems projects are prioritized based on strategic, financial, regulatory, and other business advantage criteria. Competition Competition in the restaurant industry is intense. We compete with well-established food service companies on the basis of taste, quality, and price of the food offered, service, atmosphere, location, take-out and delivery options, as well as the overall dining experience.
We compete with well-established food service companies on the basis of taste, quality, price and value of the food offered, service, atmosphere, location, take-out and delivery options, as well as the overall dining experience.
Most of our full-service restaurants feature a full bar that offers a selection of draft and bottled beer, major brands of liquor and wine, as well as made in-house margaritas and signature cocktails. Managing partners are encouraged to tailor their beer selection to include regional and local brands.
Most of our full-service restaurants feature a full bar that offers a selection of draft and bottled beer, major brands of liquor and wine, as well as made in-house margaritas and signature cocktails. In 2025, alcoholic beverages at all company restaurants accounted for 8.8% of restaurant sales.
Through regular visits to the restaurants, the market partners facilitate adherence to all aspects of our concepts, strategies, and standards of quality.
Market partners are also responsible for the hiring and development of each restaurant’s management team and assisting in the site selection process. Through regular visits to the restaurants, the market partners facilitate adherence to all aspects of our concepts, strategies, and standards of quality.
Parking is targeted for approximately 180 vehicles either on-site or in combination with some form of off-site cross parking arrangement. Our capital investment for new restaurants, which includes an estimate of pre-opening expense and a 10x initial base rent factor for those sites that are leased, varies significantly depending on a number of factors.
In 2026, we expect to also utilize a smaller prototype which will be approximately 6,700 square feet. Our capital investment for new restaurants, which includes an estimate of pre-opening expense and a 10x initial base rent factor for those sites that are leased, varies significantly depending on a number of factors.
To attract and retain talent, we cast a wide net, sourcing qualified candidates through multiple channels, and maintain our People-First culture through shared core values and a performance-based compensation program supported by competitive benefits and health programs. Further, our training and development programs are designed to provide our employees with ample opportunities to grow and develop in their careers.
To attract and retain a broad range of talent and experience, we focus on casting a wide net, sourcing qualified candidates through multiple channels, and maintaining our People-First culture through shared core values and a performance- 15 Table of Contents based compensation program supported by competitive benefits and health programs.
Generally, the deposits are refunded after five years of continuous service. Training and Development. All restaurant employees are required to complete varying degrees of training before and during employment. Our comprehensive training program emphasizes our operating strategy, procedures, and standards, including responsible alcohol service, and is typically conducted individually at our restaurants or in groups throughout the country.
Generally, the deposits are refunded after five years of continuous service. Training and Development. All restaurant employees are required to complete varying degrees of training before and during employment.
Our current prototypes are adaptable to in-line and end-cap locations and/or spaces within an enclosed mall or a shopping center. Our current prototypical Bubba’s 33 restaurant consists of a freestanding building with approximately 7,600 square feet with seating for approximately 270 to 330 guests. Some locations include patio seating for approximately 60 guests.
Our current prototypical Bubba’s 33 restaurant consists of a freestanding building with approximately 7,600 square feet with seating for approximately 270 to 330 guests. Some locations include patio seating for approximately 60 guests. Parking is targeted for approximately 180 vehicles either on-site or in combination with some form of off-site cross parking arrangement.
In addition, domestic Texas Roadhouse franchisees are required to pay a percentage of gross sales to a national marketing fund for system-wide promotions and related efforts. Domestically, franchise rights for our Texas Roadhouse restaurants are granted for specific restaurants only, as we have not entered into area development agreements with domestic Texas Roadhouse franchisees.
Domestically, franchise rights for our Texas Roadhouse restaurants are granted for specific restaurants only, as we have not entered into area development agreements with domestic Texas Roadhouse franchisees. We are currently not accepting new domestic Texas Roadhouse franchisees.
We use market partners to oversee the operation of our restaurants. Each market partner oversees a group of varying sizes of managing partners and their respective management teams. Market partners are also responsible for the hiring and development of each restaurant’s management team and assisting in the site selection process.
Assistant managers support our managing partners, operations managers, kitchen managers, and service managers in helping maintain our standards of quality and performance. We use market partners to oversee the operation of our restaurants. Each market partner oversees a group of varying sizes of managing partners and their respective management teams.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeIn addition to the risks that we face in the United States, our international operations involve risks that could adversely affect our business, including: ● the need to adapt our concepts for specific cultural and language differences; ● new and different sources of competition; ● the ability to identify appropriate business partners; ● difficulties and costs associated with staffing and managing foreign operations; 20 Table of Contents ● difficulties in adapting and sourcing product specifications for international restaurant locations; ● fluctuations in currency exchange rates, which could impact royalties, revenue and expenses of our international operations, and expose us to foreign currency exchange rate risk; ● difficulties in complying with local laws, regulations, and customs in foreign jurisdictions; ● unexpected changes in regulatory requirements or tariffs on goods needed to construct and/or operate our restaurants; ● political or social unrest, economic instability, and destabilization of a region; ● effects of actual or threatened terrorist attacks; ● health concerns from global pandemics; ● compliance with U.S. laws such as the Foreign Corrupt Practices Act, and similar laws in foreign jurisdictions; ● differences in the registration and/or enforceability of intellectual property and contract rights; ● adverse tax consequences; ● profit repatriation and other restrictions on the transfer of funds; and ● different and more stringent user protection, data protection, privacy, and other laws.
Biggest changeIn addition to the risks that we face in the United States, our international operations involve risks that could adversely affect our business, including the need to adapt our concepts for specific cultural, language, and consumer preferences; new and different sources of competition; the ability to identify appropriate business partners; difficulties and costs associated with staffing and managing foreign operations; difficulties in adapting and sourcing product specifications for international restaurant locations; fluctuations in currency exchange rates, which could impact royalties, revenue, and expenses of our international operations, and expose us to foreign currency exchange rate risk; and political or social unrest, economic instability, and the destabilization of a region, including the effects of actual or threatened terrorist attacks.
Additionally, following a franchise acquisition, we may be required to incur substantial capital improvement costs to meet company standards, which could impact our return on such acquisition. Additionally, we may evaluate other means to leverage our competitive strengths, including the expansion of our products across other strategic initiatives or business opportunities (including retail initiatives utilizing our intellectual property).
Additionally, following a franchise acquisition, we may be required to incur substantial capital improvement costs to meet company standards, which could impact our return on such acquisition. We may evaluate other means to leverage our competitive strengths, including the expansion of our products across other strategic initiatives or business opportunities (including retail initiatives utilizing our intellectual property).
There can be no assurance, however, that these sources of financing will be available on terms favorable to us, or at all. Our capital allocation strategies include, but are not limited to, new restaurant development, payment of dividends, refurbishment or relocation of existing restaurants, repurchases of our common stock, and franchise acquisitions.
There can be no assurance, however, that these sources of financing will be available on terms favorable to us, or at all. Our capital allocation strategies include, but are not limited to, new restaurant development, refurbishment or relocation of existing restaurants, franchise acquisitions, payment of dividends, and repurchases of our common stock.
However, food- borne illnesses and food safety issues occur in the food industry from time to time. Any report or publicity, whether true or not, linking us to instances of food- borne illness or other food safety issues, including food tampering or contamination, could adversely affect our concepts and reputation as well as results of operations.
However, food-borne illnesses and food safety issues occur in the food industry from time to time. Any report or publicity, whether true or not, linking us to instances of food-borne illness or other food or beverage safety issues, including food tampering or contamination, could adversely affect our concepts and reputation as well as results of operations.
In addition, we are susceptible to increases in food costs as a result of factors beyond our control, such as food supply constrictions, inflationary cycles, weather conditions, food safety concerns, global pandemics, product recalls, global market and trade conditions, and government regulations including the imposition of tariffs.
We are susceptible to increases in food costs as a result of factors beyond our control, such as food supply constrictions, inflationary cycles, weather conditions, food safety concerns, global pandemics, product recalls, global market and trade conditions, and government regulations including the imposition of tariffs.
Establishing targets or making other public commitments due to these demands, without a full or complete understanding of the cost or operational impact of changes in our supply chain or operating model, could also adversely affect our business and financial condition.
Additionally, establishing targets or making other public commitments due to these demands, without a full or complete understanding of the cost or operational impact of changes in our supply chain or operating model, could also adversely affect our business and financial condition.
We may incur increased costs to comply with privacy and data protection laws and, if we fail to comply or our systems are compromised by a security breach, we could be subject to government enforcement actions, private litigation, and adverse publicity.
We may incur increased costs to comply with privacy, data protection, and AI laws and, if we fail to comply or our systems are compromised by a security breach, we could be subject to government enforcement actions, private litigation, and adverse publicity.
Any acquisition or future development that we pursue, including the on-going development of new concepts or retail initiatives utilizing our intellectual property, whether or not successfully completed, may involve risks, including: ● material adverse effects on our operating results, particularly in the fiscal quarters immediately following the acquisition or development as the restaurants are integrated into our operations; ● risks associated with entering into new domestic markets or conducting operations where we have no or limited prior experience; ● risks associated with successfully integrating new employees, processes, and systems while also maintaining our culture and brand standards; 21 Table of Contents ● risks inherent in accurately assessing the value, future growth potential, strengths, weaknesses, contingent and other liabilities and potential profitability of acquisition candidates, and our ability to achieve projected economic and operating synergies, without impacting our underlying business; and ● the diversion of management’s attention from other business concerns.
Any acquisition or future development that we pursue, including the on-going development of new concepts or retail initiatives utilizing our intellectual property, whether or not successfully completed, may involve risks, including material adverse effects on our operating results, particularly in the fiscal quarters immediately following the acquisition or development as the restaurants are integrated into our operations; risks associated with entering into new domestic markets or conducting operations where we have no or limited prior experience; risks associated with successfully integrating new employees, processes, and systems while also maintaining our culture and brand standards; risks inherent in accurately assessing the value, future growth potential, strengths, weaknesses, contingent and other liabilities and potential profitability of acquisition candidates, and our ability to achieve projected economic and operating synergies, without impacting our underlying business; and the diversion of management’s attention from other business concerns.
In addition, operating in international markets may require significant resources and management attention and will subject us to economic, political, and regulatory risks that are different from and incremental to those in the United States.
Operating in international markets may require significant resources and management attention and will subject us to economic, political, and regulatory risks that are different from and incremental to those in the United States.
In addition, failure to adequately monitor and proactively respond to employee dissatisfaction could lead to poor guest satisfaction, higher turnover, litigation, and unionization efforts, which could negatively impact our results of operations.
In addition, failure to adequately monitor and proactively respond to employee dissatisfaction could lead to poor guest satisfaction, higher turnover, litigation, and possible unionization efforts, which could negatively impact our results of operations.
While we have not had a cybersecurity incident that has had a material impact on our operations, there can be no assurances that such incidents will not occur in the future. Any such attack or disruption could cause an interruption of normal business operations, damage to our reputation, and a loss in guest confidence.
While we have not identified a cybersecurity incident that has had a material impact on our operations to date, there can be no assurances that such incidents will not occur in the future. Any such attack or disruption could cause an interruption of normal business operations, damage to our reputation, and a loss in guest confidence.
Our operating results could also be affected by the following: ● the relative level of our defense costs and nature and procedural status of pending proceedings; ● the cost and other effects of settlements, judgments, or consent decrees, which may require us to make disclosures or to take other actions that may affect perceptions of our brands and products; ● adverse results of pending or future litigation, including litigation challenging the composition and preparation of our products, or the appropriateness or accuracy of our marketing or other communication practices; and ● the scope and terms of insurance or indemnification protections that we may have (if any).
Our operating results could also be affected by the following: ● the relative level of our defense costs and nature and procedural status of pending proceedings; ● the cost and other effects of settlements, judgments, or consent decrees, which may require us to make disclosures or to take other actions that may affect perceptions of our brands and products; 26 Table of Contents ● adverse results of pending or future litigation, including litigation challenging the composition and preparation of our products, or the appropriateness or accuracy of our marketing or other communication practices; and ● the scope and terms of insurance or indemnification protections that we may have (if any).
The perceived uncertainties as to our future direction also resulting from activist strategies could also affect the market price and volatility of our common stock. 31 Table of Contents Failure to achieve and maintain effective internal control over financial reporting may negatively impact our business and our financial results.
The perceived uncertainties as to our future direction also resulting from activist strategies could also affect the market price and volatility of our common stock. 32 Table of Contents Failure to achieve and maintain effective internal control over financial reporting may negatively impact our business and our financial results.
The use and handling, including security, of this information is regulated by privacy and data protection laws and regulations in various jurisdictions, as well as by certain third-party contracts, frameworks, and industry standards, such as the Payment Card Industry Data Security Standard.
The use and handling, including security, of this information is regulated by privacy and data protection laws and regulations in various jurisdictions, as well as by certain third-party contracts, frameworks, and industry standards, such as card network rules and the Payment Card Industry Data Security Standard.
Our failure to manage any of these risks successfully could harm our future international operations and our overall business and results of our operations. We are also subject to governmental regulations throughout the world impacting the way we do business with our international franchisees.
Our failure to manage any of these risks successfully could harm our existing or future international operations and our overall business and results of our operations. We are also subject to governmental regulations throughout the world impacting the way we do business with our international franchisees.
Additionally, the opening of a new restaurant could negatively impact sales at one or more of our existing nearby restaurants, which could adversely affect our results of operations. 18 Table of Contents Our ability to open new restaurants that are profitable will also depend on numerous other factors, many of which are beyond our control, including, but not limited to, the following: ● our ability to hire, train, and retain qualified operating personnel, especially market partners, managing partners, and/or other restaurant management personnel who can execute our business strategy and maintain our culture and brand standards; ● our ability to negotiate suitable purchase or lease terms to execute our business strategy; ● the availability and cost of construction materials, equipment and labor; ● our ability to control construction and development costs of new restaurants (including increased site, supply chain, and distribution costs); ● the potential impact of tariffs on U.S. imports, specifically building materials and restaurant equipment; ● our ability to secure required governmental approvals and permits in a timely manner, or at all; ● road construction and other factors limiting access to the restaurant; ● delays by our landlord or other developers in constructing other parts of a development adjacent to our premises in a timely manner; ● redevelopment of other parts of a development adjacent to our premises that affect the parking available for our restaurant; ● our ability to secure liquor licenses; ● competitive and economic conditions, consumer tastes and discretionary spending patterns that are different from and more difficult to predict or satisfy than in our existing markets; ● changes in federal, state, and/or local tax laws; ● the cost and availability of capital to fund construction costs and pre-opening expenses; and ● the impact of inclement weather, natural disasters, and other calamities.
Additionally, the opening of a new restaurant could negatively impact sales at one or more of our existing nearby restaurants, which could adversely affect our results of operations. 19 Table of Contents Our ability to open new restaurants that are profitable will also depend on numerous other factors, many of which are beyond our control, including, but not limited to, the following: ● our ability to hire, train, develop, and retain qualified operating personnel, especially market partners, managing partners, and/or other restaurant management personnel who can execute our business strategy and maintain our culture and brand standards; ● our ability to negotiate suitable purchase or lease terms to execute our business strategy; ● the availability and cost of construction materials, equipment, and labor, and our ability to control construction and development costs of new restaurants (including increased site, supply chain, and distribution costs); ● changes in federal, state, and/or local tax laws, including the impact of tariffs; ● our ability to secure required governmental approvals and permits in a timely manner, or at all; ● road construction and other factors limiting access to the restaurant; ● delays by our landlord or other developers in constructing other parts of a development adjacent to our premises in a timely manner; ● redevelopment of other parts of a development adjacent to our premises that affect the parking available for our restaurant; ● our ability to secure liquor licenses; ● competitive and economic conditions, consumer tastes, and discretionary spending patterns that are different from and more difficult to predict or satisfy than in our existing markets; ● the cost and availability of capital to fund construction costs and pre-opening expenses; and ● the impact of inclement weather, natural disasters, and other calamities.
This could lead to a delayed implementation of new service offerings, disruptions to guest experiences including via our website and applications, and the diversion of resources that would otherwise be invested in expanding our business and operations. 27 Table of Contents We outsource certain business processes to third-party vendors that subject us to risks, including disruptions in business and increased costs.
This could lead to a delayed implementation of new service offerings, disruptions to guest experiences including via our website and applications, and the diversion of resources that would otherwise be invested in expanding our business and operations. We outsource certain business processes to third-party vendors that subject us to risks, including disruptions in business and increased costs.
The credit facility permits us to incur additional secured or unsecured indebtedness outside the credit facility, 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 or circumstances where the incurrence of secured or unsecured indebtedness would prevent us from complying with our financial covenants.
The credit facility permits us to incur additional secured or unsecured indebtedness outside the credit facility, except for the incurrence of secured indebtedness that in the aggregate is equal to or greater than $125.0 million 23 Table of Contents and 20% of our consolidated tangible net worth or circumstances where the incurrence of secured or unsecured indebtedness would prevent us from complying with our financial covenants.
Estimates of fair value are based upon the best information available as of the date of the assessment and incorporate management assumptions about expected future cash flows and contemplate other valuation measurements and techniques. The estimates of fair value used in these analyses require the use of judgment regarding certain assumptions and estimates of future operating results.
Estimates of fair value are based upon the best information available as of the date of the assessment and incorporate management assumptions about expected future cash flows and contemplate other valuation measurements and techniques. 24 Table of Contents The estimates of fair value used in these analyses require the use of judgment regarding certain assumptions and estimates of future operating results.
Any material decline in the amount of discretionary spending could have a material adverse effect on our business, results of operations, financial condition, or liquidity. 23 Table of Contents Our objective to increase sales and profits at existing restaurants could be adversely affected by macroeconomic conditions.
Any material decline in the amount of discretionary spending could have a material adverse effect on our business, results of operations, financial condition, or liquidity. Our objective to increase sales and profits at existing restaurants could be adversely affected by macroeconomic conditions.
A number of factors could adversely affect our operating results, including: ● additional government-imposed increases in minimum and/or tipped wages, hourly and overtime pay, paid leaves of absence, sick leave, and mandated health benefits; ● increased tax reporting and tax payment requirements for employees who receive gratuities; ● any failure of our employees to comply with laws and regulations governing work authorization and eligibility requirements resulting in disruption of our work force and adverse publicity; ● a reduction in the number of states that allow gratuities to be credited toward minimum wage requirements, or a federal mandate prohibiting such credits; and ● increased government enforcement and/or litigation relating to federal and state employment laws, regulations, and requirements.
A number of factors could adversely affect our operating results, including: ● additional government-imposed increases in minimum and/or tipped wages, hourly and overtime pay, paid leaves of absence, sick leave, and mandated health benefits; ● increased tax reporting and tax payment requirements for employees who receive tips; ● any failure of our employees to comply with laws and regulations governing work authorization and eligibility requirements and/or any immigration enforcement efforts resulting in disruption of our work force and potential adverse publicity; ● a reduction in the number of states that allow gratuities to be credited toward minimum wage requirements, or a federal mandate prohibiting such credits; and ● increased government enforcement and/or litigation relating to federal and state labor laws, regulations, and requirements.
The entrance into international markets may not be as successful as our experience in the development of our concepts domestically or any success we have had with our concepts in other international markets.
The entrance into and operations in international markets may not be as successful as our experience in the development of our concepts domestically or any success we have had with our concepts in other international markets.
If we are unable to borrow additional capital or have sufficient liquidity to either repay or refinance the then outstanding balance at the expiration of our credit facility, or upon violation of the covenants, our growth could be impeded and our financial performance could be significantly adversely affected.
If we are unable to borrow additional capital or have insufficient liquidity to either repay or refinance the outstanding balance at the expiration of our credit facility, or upon violation of the covenants, our growth could be impeded and our financial performance could be significantly adversely affected.
Increased competition for qualified employees caused by a shortage in the labor pool exerts upward pressure on wages paid to attract and retain such personnel, resulting in higher labor costs, together with greater recruitment and training expense.
Increased competition for qualified employees caused by a shortage in the labor pool exerts upward pressure on wages paid to attract and retain such personnel, resulting in higher labor costs, together with greater recruitment and training and development expenses.
Our point-of-sale processing in our restaurants includes collection of cash, credit cards, debit cards, gift cards, and other processes and procedures. Our ability to efficiently and effectively manage our business depends significantly on the reliability, security, and capacity of these systems.
Our point-of-sale processing in our restaurants includes collection of cash, credit cards, debit cards, gift cards, and other processes and procedures. Our ability to efficiently and effectively manage 28 Table of Contents our business depends significantly on the reliability, security, and capacity of these systems.
Our effective income tax rate and other taxes in the future could be affected by a number of factors, including changes in the valuation of deferred tax assets and liabilities, changes in tax laws or other legislative changes, and the outcome of income tax 25 Table of Contents audits.
Our effective income tax rate and other taxes in the future could be affected by a number of factors, including changes in the valuation of deferred tax assets and liabilities; changes in tax laws or other legislative changes; and the outcome of income tax audits.
In addition, a variety of risks are associated with the use of social media, including improper disclosure of proprietary information, negative comments about us, exposure of personally identifiable information, fraud, or dissemination of false information.
In addition, a variety of risks are associated with the use of social media, including improper disclosure of proprietary information, negative comments about us, exposure of personally identifiable information, fraud, violations of Company policy, or dissemination of false information.
Increased labor costs due to competition, unionization, increased minimum and tipped wages, changes in hourly and overtime pay, state unemployment rates, sick pay or other employee benefits costs (including workers’ compensation and health insurance), company staffing initiatives, or otherwise any regulatory changes resulting from any of the foregoing would adversely impact our operating expenses.
Increased labor costs due to competition, increased minimum and tipped wages, changes in hourly and overtime pay, state unemployment rates, sick pay or other employee benefits costs (including workers’ compensation and health insurance), company staffing initiatives, changes in government immigration enforcement efforts, or otherwise any regulatory changes resulting from any of the foregoing would adversely impact our operating expenses.
Entities across all industries are facing increased attention related to ESG matters including packaging and waste, animal health and welfare, human rights, reproductive rights, diversity and inclusion efforts, climate change, greenhouse gases, and land, energy, and water use.
Entities across all industries are facing increased attention related to environmental, social, and/or governance ("ESG") matters including packaging and waste; animal health and welfare; human rights; reproductive rights; diversity and inclusion efforts; climate change; greenhouse gases; and land, energy, and water use.
These privacy laws and regulations, which are constantly evolving, may be interpreted by regulatory authorities in new and differing manners, including the issuing of rulings that invalidate prior laws or regulations or increase penalties, and such interpretations may be inconsistent among jurisdictions.
These privacy laws and regulations may be interpreted by regulatory authorities in new and differing manners, including the issuing of rulings that invalidate prior laws or regulations or increase penalties, and such interpretations may be inconsistent among jurisdictions.
Additionally, social media has increasingly been utilized to target specific companies or brands as a result of a variety of actions or inactions, or perceived actions or inactions, that are disfavored by interest groups and such campaigns can rapidly accelerate and impact consumer behavior.
Additionally, social media has increasingly been utilized to target specific companies or brands as a result of a variety of actions or inactions, or perceived actions or inactions, that are disfavored by interest groups and such campaigns, boycotts, and other brand-damaging behaviors can rapidly accelerate and impact consumer behavior.
However, most franchisees are independent third parties that we do not control, and these franchisees own, operate, and oversee the daily operations of their restaurants. As a result, the ultimate success and quality of any franchise restaurant rests with the franchisee.
We also provide training and support to franchisees. However, most franchisees are independent third parties that we do not control, and these franchisees own, operate, and oversee the daily operations of their restaurants. As a result, the ultimate success and quality of any franchise restaurant rests with the franchisee.
We receive and maintain certain personal, financial, or other information about our guests, vendors, and employees. In 2024, approximately 88% of our transactions were by credit or debit cards. In addition, certain of our vendors receive and/or maintain certain personal, financial, and other information about our employees and guests on our behalf.
We receive and maintain certain personal, financial, or other information about our guests, vendors, and employees. In 2025, approximately 89% of our transactions were by credit or debit cards. In addition, certain of our vendors receive and/or maintain certain personal, financial, and other information about our employees and guests on our behalf.
We could be subject to legal proceedings and enforcement actions that may adversely affect our business, including class actions, administrative 24 Table of Contents proceedings, government investigations, employment and personal injury claims, claims alleging violations of federal and state laws regarding consumer, workplace, and employment matters, immigration matters, wage and hour claims, discrimination and similar matters, landlord/tenant disputes, disputes with current and former suppliers, claims by current and former franchisees, data privacy claims, and intellectual property claims (including claims that we infringed upon another party’s trademarks, copyrights or patents).
We could be subject to legal proceedings and enforcement actions that may adversely affect our business, including class actions; administrative proceedings; government investigations; personal injury claims; claims alleging violations of federal and state laws regarding consumer, workplace, and employment matters (including, but no limited to, wage and hour claims and discrimination, harassment, and/or retaliation claims); immigration matters; landlord/tenant disputes; disputes with current and former suppliers; claims by current and former franchisees; data privacy claims; and intellectual property claims (including claims that we infringed upon another party’s trademarks, copyrights, or patents).
Also, if we adjust pricing there is no assurance that we will realize the full benefit of any adjustment due to changes in our guests’ menu item selections and guest traffic. We currently purchase our beef primarily from four beef suppliers coming from the United States or Canada.
Also, if we adjust pricing there is no assurance that we will realize the full benefit of any adjustment due to changes in our guests’ menu item selections and guest traffic. We currently purchase our beef primarily from four beef suppliers coming from the United States or Canada. These suppliers represent a significant portion of the total beef marketplace.
Our business could be adversely affected by increased labor costs or labor shortages. Labor is a primary component in the cost of operating our business. We devote significant resources to recruiting and training our restaurant managers and hourly employees.
Our business could be adversely affected by increased labor costs or labor shortages. Labor is a primary component in the cost of operating our business. We devote significant resources to attracting, retaining, engaging, recognizing, training, and developing our restaurant managers and hourly employees.
Additionally, from time to time, we evaluate potential mergers, acquisitions, joint ventures, or other strategic initiatives (including retail initiatives utilizing our intellectual property or other brand extensions) to acquire or develop additional business channels or concepts, and/or change the business strategy regarding an existing concept.
We plan to continue to opportunistically acquire existing restaurants from our domestic franchisees over time. Additionally, from time to time, we evaluate potential mergers, acquisitions, joint ventures, or other strategic initiatives (including retail initiatives utilizing our intellectual property or other brand extensions) to acquire or develop additional business channels or concepts, and/or change the business strategy regarding an existing concept.
Recessionary economic cycles, higher interest rates, higher fuel and other energy costs, sustained labor inflation, increases in commodity prices, higher levels of unemployment, higher consumer debt levels, higher tax rates and other changes in tax laws, imposition of tariffs, financial market volatility, political or military conflicts, social unrest, government spending, a low or stagnant pace of economic recovery and growth, or other economic factors that may affect consumer spending or buying habits could adversely affect the demand for our products.
Factors that could adversely affect the demand for our products in future periods include recessionary economic cycles; higher interest rates; higher fuel and other energy costs; sustained labor inflation; increases in commodity prices; higher levels of unemployment; higher consumer debt levels; consumer confidence; consumer purchasing and savings habits; home values; credit conditions; stock market performance; higher tax rates and other changes in tax laws; imposition of tariffs; financial market volatility; political or military conflicts; social unrest; government spending; a low or stagnant pace of economic recovery and growth; or other economic factors that may affect consumer spending or buying habits.
Any significant increases in income tax rates, changes in and/or interpretations of income tax laws, or unfavorable resolution of tax matters could have a material adverse impact on our results of operations, financial condition, or liquidity.
Any significant increases in income tax rates, changes in and/or interpretations of income tax laws, or unfavorable resolution of tax matters could have a material adverse impact on our results of operations, financial condition, or liquidity. Corporate responsibility matters could adversely affect our brand, business, results of operations, and financial condition.
If we are unable to maintain these covenants, we would be unable to obtain additional financing under this 22 Table of Contents credit facility.
If we are unable to maintain these covenants, we would be unable to obtain additional financing under this credit facility.
Our systems may be vulnerable to a variety of threats and the rapid evolution and increased adoption of artificial intelligence technologies may intensify our cybersecurity risks.
Our systems and those of our vendors may be vulnerable to a variety of threats and the rapid evolution and increased adoption of AI technologies may intensify our cybersecurity risks.
However, the protective actions that we take may not be enough to prevent unauthorized usage or imitation by others, which could harm our image, brand, or competitive position and, if we commence litigation to enforce our rights, cause 28 Table of Contents us to incur significant legal fees.
Therefore, we devote appropriate resources to the protection of our trademarks and proprietary rights. However, the protective actions that we take may not be enough to prevent unauthorized usage or imitation by others, which could harm our image, brand, or competitive position and, if we commence litigation to enforce our rights, cause us to incur significant legal fees.
We have experienced delays in opening some of our restaurants in the past and may experience delays in the future. These delays impact the timing of new restaurant openings and the related pre-opening expenses. Delays or failures in opening new restaurants could adversely affect our growth strategy.
We have experienced delays in opening some of our restaurants in the past and may experience delays in the future. These delays impact the timing of new restaurant openings and the related pre-opening expenses.
Additionally, the increased use of remote work has increased the susceptibility of our infrastructure to disruption. The failure of these systems to operate effectively, maintenance problems, upgrading or transitioning to new platforms, or a material breach in the security of these systems could result in delays or errors to guest service and reduce efficiency in our operations.
The failure of these systems to operate effectively, maintenance problems, upgrading or transitioning to new platforms, or a material breach in the security of these systems could result in delays or errors to guest service and reduce efficiency in our operations.
In addition, given our geographic concentration in these states, negative publicity regarding any of our restaurants in either Texas or Florida could have a material adverse effect on our business and operations, as could other occurrences in either Texas or Florida such as health epidemics or pandemics, local strikes, energy shortages or extreme fluctuations in energy prices, droughts, earthquakes, hurricanes, fires, or other natural disasters.
In addition, given our geographic concentration in these states, negative publicity regarding any of our restaurants in either Texas or Florida could have a material adverse effect on our business and operations, as could other occurrences in either Texas or Florida such as health epidemics or pandemics, local strikes, energy shortages or extreme fluctuations in energy prices, droughts, earthquakes, hurricanes, tornados, fires, or other natural disasters. 22 Table of Contents Our expansion into international markets presents increased economic, political, regulatory, and other risks.
The availability of information on social media platforms is virtually immediate, as is its impact. Many social media platforms immediately publish the content their subscribers and 30 Table of Contents participants post, often without filters or checks on the accuracy of the content posted. Information concerning our Company may be posted on such platforms at any time.
Many social media platforms immediately publish the content their subscribers and participants post, often without filters or checks on the accuracy of the content posted. Information concerning our Company may be posted on such platforms at any time.
Our profitability depends in part on our ability to anticipate and react to changes in food and supply costs and/or the availability of products necessary to operate our business, including increased costs arising from federal and/or state mandated requirements. Any increase in food prices or loss of supply, particularly proteins, could adversely affect our operating results.
Changes in food and supply costs and/or availability of products could adversely affect our results of operations. Our profitability depends in part on changes in food and supply costs and/or the availability of products necessary to operate our business, including increased costs arising from federal and/or state mandated requirements.
As a result, we are particularly susceptible to adverse trends and economic conditions in those states, including any state mandated changes in minimum and tipped wage rates and economic pressures that may result in lower sales and profits at our restaurants.
As a result, we are particularly susceptible to adverse trends and economic conditions in those states, including state-mandated changes in minimum and tipped wage rates and other laws and regulations that have a direct or indirect impact on our operations as well as economic pressures that may result in lower sales and profits at our restaurants.
New, modified, and existing privacy and data protection laws and regulations may result in significant costs and compliance challenges and adversely affect our business and financial condition.
New, modified, and existing privacy, data protection, and AI laws and regulations at the local, state, federal, and international levels may result in significant costs and compliance challenges and adversely affect our business and financial condition.
We compete with many well- established food service companies on the basis of taste, quality, and price of products offered, guest service, atmosphere, location, take-out and delivery options, and overall guest experience.
Risks Related to the Restaurant Industry Our success depends on our ability to compete with many food service businesses. The restaurant industry is intensely competitive. We compete with many well-established food service companies on the basis of taste, quality, and price of products offered, guest service, atmosphere, location, take-out and delivery options, and overall guest experience.
In addition, some individuals, shareholder activists, government officials, and regulators have expressed opposing views and actions with respect to ESG matters which includes the proposal or enactment of "Anti-ESG" policies and initiatives. We may face increased scrutiny, reputational risk, and other demands from these parties regarding our ESG initiatives.
In addition, some individuals, shareholder activists, government officials, and regulators have expressed opposing views and actions with respect to ESG matters which includes the proposal or enactment of "Anti-ESG" policies and initiatives.
Our failure or inability to enforce our trademarks or other proprietary rights could adversely affect our competitive position or the value of our brand. We own certain common law trademark rights and a number of federal and international trademark and service mark registrations, including our trade names and logos, and proprietary rights relating to certain of our core menu offerings.
We own certain common law trademark rights and a number of federal and international trademark and service mark registrations, including our trade names and logos, and proprietary rights relating to certain of our core menu offerings. We believe that our trademarks and other proprietary rights are important to our success and our competitive position.
The inappropriate use of social media platforms by our guests or employees could increase our costs, lead to litigation, or result in negative publicity that could damage our reputation and adversely affect our results of operations. Given the marked increase in the use of social media platforms, individuals have access to a broad audience of consumers and other interested persons.
The inappropriate use of social media platforms by our guests 31 Table of Contents or employees could increase our costs, lead to litigation, or result in negative publicity that could damage our reputation and adversely affect our results of operations.
As a result, we may be required to relocate or close a restaurant, which could subject us to construction and other costs and risks and may have an adverse effect on our results of operations. We may be required to record impairment charges in the future.
As a result, we may be required to relocate or close a restaurant, which could subject us to construction and other costs and risks and may have an adverse effect on our results of operations. Our failure or inability to enforce our trademarks or other proprietary rights could adversely affect our competitive position or the value of our brand.
We have disaster recovery procedures and business continuity plans in place to address physical and technological crises, including tornadoes and other natural disasters, and back-up off-site locations for recovery of electronic and other forms of data information.
We may also be dependent on third-party AI models and vendors, whose availability, reliability, performance, or terms of use may change. We have disaster recovery procedures and business continuity plans in place to address physical and technological crises, including tornadoes and other natural disasters, and back-up off-site locations for recovery of electronic and other forms of data information.
Our success depends, in part, upon the popularity of our food products. Continued social concerns or shifts in consumer preferences away from our restaurants or food offerings, particularly beef, could harm our business. Consumer preferences regarding food sourcing in response to environmental or welfare concerns could also harm our business.
Our success depends, in part, upon the popularity of our food products. Shifts in consumer preferences or social concerns regarding our restaurants, food sourcing, or beef offerings could reduce demand.
As of December 31, 2024, we operated a total of 93 company restaurants in Texas and 48 company restaurants in Florida.
As of December 30, 2025, we operated a total of 101 company restaurants in Texas and 50 company restaurants in Florida.
Any increases in minimum and/or tipped wages or increases in employee benefits costs could result in sustained higher labor costs. Our operating margin will be adversely affected to the extent that we are unable or are unwilling to offset any increase in these labor costs through higher prices on our products.
Our operating margin will be adversely affected to the extent that we are unable or are unwilling to offset any increase in these labor costs through higher prices on our products. Our distributors and suppliers also may be affected by higher minimum wage and benefit standards which could result in higher costs for goods and services supplied to us.
We make a diligent effort to validate that all providers of outsourced services maintain customary internal controls, such as redundant processing facilities and adequate security frameworks to guard against breaches or data loss; however, there are no guarantees that failures will not occur.
These third-party vendors may be subject to cybersecurity risks and any interruptions or malfunctions in their operations may cause interruptions of our normal business operations for which we may have limited or no control. 29 Table of Contents We make a diligent effort to validate that all providers of outsourced services maintain customary internal controls, such as redundant processing facilities and adequate security frameworks to guard against breaches or data loss; however, there are no guarantees that failures will not occur.
Additionally, current and new medical treatments may cause consumers to avoid or consume less of our products. Our success also depends to a significant extent on discretionary consumer spending, which is influenced by general economic conditions, including high inflationary periods, and the availability of discretionary income.
Our success also depends to a significant extent on discretionary consumer spending, which is influenced by general economic conditions, including high inflationary periods, and the availability of discretionary income. Accordingly, we may experience declines in sales during economic downturns, pandemics, or other periods of uncertainty.
We rely heavily on information systems in all aspects of our operations, including point-of- sale systems, digital apps, financial systems, marketing programs, e-commerce, and various other processes and transactions.
Risks Related to Technology, Cybersecurity, and Privacy We rely heavily on information technology, and any material failure, weakness, cybersecurity breach, or other interruption could prevent us from effectively operating our business. We rely heavily on information systems in all aspects of our operations, including point-of-sale systems, digital apps, financial systems, marketing programs, e-commerce, and various other processes and transactions.
We can provide no assurance that these units will be accepted in the markets targeted for expansion and/or that we or our franchisees will be able to achieve our targeted returns when opening new locations. In the future, we may determine not to move forward with any further expansion and/or acquisition of additional restaurant concepts.
As a result, developing or acquiring additional concepts may not contribute to average unit volume growth or profitability and could negatively affect our results. We can provide no assurance that these units will be accepted in the markets targeted for expansion and/or that we or our franchisees will be able to achieve our targeted returns when opening new locations.
Additionally, we could be subject to litigation and government enforcement actions as a result of any such failure. Any such event could cause us to incur significant unplanned expenses in excess of our insurance coverage, which could have a material impact on our financial condition and results of operations.
Any such event could cause us to incur significant unplanned expenses in excess of our insurance coverage, which could have a material impact on our financial condition and results of operations. Additionally, our ability to expand and update our information technology infrastructure in response to our growing and changing needs could be inhibited in the event of a cybersecurity incident.
Adverse publicity about these allegations may negatively affect us, regardless of whether the allegations are true, by discouraging guests from eating at our restaurants.
Adverse publicity about these allegations may negatively affect us, regardless of whether the allegations are true, by discouraging guests from eating at our restaurants. We could also incur significant liabilities if a lawsuit or claim results in a decision against us or litigation costs regardless of the result.
We could also incur significant liabilities if a lawsuit or claim results in a decision against us or litigation costs regardless of the result. 29 Table of Contents Health, social and environmental concerns relating to the consumption or sourcing of beef or other food products could affect consumer preferences and could negatively impact our results of operations.
Health, social, and environmental concerns relating to the consumption or sourcing of beef or other food products could affect consumer preferences and could negatively impact our results of operations.
Our franchisees could take actions that could harm our business. Both our domestic and international franchisees are contractually obligated to operate their restaurants in accordance with our applicable restaurant operating standards. We also provide training and support to franchisees.
Failure to comply with any such legal requirements could subject us to monetary liabilities and other sanctions, which could adversely impact our business and financial performance. Our franchisees could take actions that could harm our business. Both our domestic and international franchisees are contractually obligated to operate their restaurants in accordance with our applicable restaurant operating standards.
Our average unit volume and comparable restaurant sales may not increase at rates achieved in the past, which may affect our sales growth and will continue to be a critical factor affecting our profitability. Our business is also subject to seasonal fluctuations. Historically, sales in most of our restaurants have been higher during the winter months of each year.
Given the impact of these various factors, our average unit volume and comparable restaurant sales may not increase at the rates seen in prior periods, which could constrain sales growth and impact profitability. Our business is also subject to seasonal fluctuations, as historically, sales in most of our restaurants have seen higher levels during the first half of the year.
The food service industry is affected by litigation and publicity concerning food quality, health, and other issues, which could cause guests to avoid our restaurants and could result in significant liabilities or litigation costs.
This includes our competitors’ ability to adapt and respond to new technological developments, including AI, to develop new customer insights that allows them to better respond to changing guest expectations. 30 Table of Contents The food service industry is affected by litigation and publicity concerning food quality, health, and other issues, which could cause guests to avoid our restaurants and could result in significant liabilities or litigation costs.
You should not rely on past changes in our average unit volume or our comparable restaurant sales as an indication of our future results of operations because they may fluctuate significantly.
You should not rely on past changes in our average unit volume or comparable restaurant sales as an indication of our future results of operations, as these metrics may fluctuate significantly over time. A wide range of factors, both within and beyond our control, have historically influenced, and will likely continue to influence, average unit volume and comparable restaurant sales.
We are subject to increasing legal complexity and could be party to litigation that could adversely affect us. Increasing legal complexity will continue to affect our operations and results.
Increasing legal complexity will continue to affect our operations and results.
Any such claim, whether or not it has merit, could be time- consuming, result in costly litigation, cause delays in introducing new menu items in the future or require us to enter into royalty or licensing agreements. As a result, any such claim could have a material adverse effect on our business, results of operations, financial condition, or liquidity.
We cannot assure you that third parties will not claim that our trademarks, menu offerings, content, or software infringe upon their proprietary rights. Any such claim, whether or not it has merit, could be time-consuming, result in costly litigation, cause delays in introducing new menu items in the future or require us to enter into royalty or licensing agreements.
Our competitors may generate or more effectively implement business strategies that improve the value and the relevance of their brands and reputation, relative to ours. This includes our competitors’ ability to adapt and respond to new technological developments, including artificial intelligence, to develop new customer insights that allows them to better respond to changing guest expectations.
Our competitors may generate or more effectively implement business strategies that improve the value and the relevance of their brands and reputation, relative to ours.
In addition, as we implement new technology platforms to improve productivity and overall guest experience, there can be no guarantees that these platforms will operate as reliably or be as operationally impactful as intended.
In addition, as we implement new technology platforms and AI programs to improve productivity, there can be no guarantees that these platforms will operate as reliably or be as operationally impactful as intended and such platforms may increase our operational, privacy, cybersecurity, and intellectual property risks, including errors, bias, data leakage, and claims related to training data and generated outputs, and may increase expenses.
These include antitrust and tax requirements, anti- boycott regulations, import/export/customs, tariffs and other international trade regulations, the USA Patriot Act, and the Foreign Corrupt Practices Act. Failure to comply with any such legal requirements could subject us to monetary liabilities and other sanctions, which could adversely impact our business and financial performance.
These include antitrust and tax requirements, anti-boycott regulations, import/export controls and customs requirements, the potential imposition of tariffs and or other trade barriers or restrictions, other international trade regulations, the USA Patriot Act, and the Foreign Corrupt Practices Act.
Acquisition of existing restaurants from our domestic franchisees and other strategic initiatives may have unanticipated consequences that could harm our business and our financial condition. We plan to continue to opportunistically acquire existing restaurants from our domestic franchisees over time.
In the future, we may determine not to move forward with any further expansion and/or acquisition of additional restaurant concepts. These decisions could limit or delay our overall long-term growth. Acquisition of existing restaurants from our domestic franchisees and other strategic initiatives may have unanticipated consequences that could harm our business and our financial condition.
To the extent that a virus is food- borne, future outbreaks may adversely affect the price and availability of certain food products and cause our guests to eat less of a product which may have a significant adverse effect on our business. Our business could be adversely affected by our inability to respond to or effectively manage social media.
In addition, outbreaks of contagious diseases, including food-borne or transmissible viruses, may affect the availability and cost of certain ingredients and reduce guest demand, adversely impacting our business. Our business could be adversely affected by our inability to respond to or effectively manage social media.
We anticipate that additional legislation increasing minimum and/or tipped 26 Table of Contents wage standards will be enacted in future periods either federally or in state and local jurisdictions. In addition, regulatory actions which result in changes to healthcare eligibility, design, and cost structure could occur.
We have many restaurants located in states or municipalities where the minimum and/or tipped wage is greater than the federal minimum and/or tipped wage. We anticipate that additional legislation increasing minimum and/or tipped wage standards will be enacted in future periods either federally or in state and local jurisdictions.
Holidays, changes in weather, severe weather, and similar conditions may impact sales volumes seasonally in some operating regions. Accordingly, results for one quarter are not necessarily indicative of results to be expected for any other quarter or for any year and comparable restaurant sales for any particular future period may decrease.
Variables such as holidays, changes in weather, severe weather events, and similar conditions may drive sales higher or lower in certain operating regions at different times. Therefore, the results of one fiscal quarter should not be viewed as indicative of forthcoming quarters or the year as a whole, and comparable restaurant sales in any future period may decline.
While we maintain relationships with additional suppliers, if any of these vendors were unable to fulfill its obligations under its contracts, we could encounter supply shortages and/or incur higher costs to secure adequate supplies, either of which would harm our business. Our success depends on our ability to compete with many food service businesses. The restaurant industry is intensely competitive.
If any of these vendors were unable to fulfill their obligations under their contracts, we could encounter supply shortages and/or incur higher costs to secure adequate supplies, either of which would harm our business. 20 Table of Contents You should not rely on past changes in our average unit volume or our comparable restaurant sales as an indication of our future results of operations because they may fluctuate significantly.
We continually evaluate our other business processes to determine if additional outsourcing is an appropriate option to accomplish our goals. These third-party vendors may be subject to cybersecurity risks and any interruptions or malfunctions in their operations may cause interruptions of our normal business operations for which we may have limited or no control.
We continually evaluate our other business processes to determine if additional outsourcing is an appropriate option to accomplish our goals.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeThis delegation includes maintaining responsibility for overseeing the Company’s enterprise risk management program. As a part of this oversight role, the audit committee receives regular updates from management on cybersecurity threats and privacy risks impacting the Company , which includes benchmarking these risks versus our industry.
Biggest changeAs a part of this oversight role, the Finance and Audit Committee receives regular updates from the Company’s information governance and crisis/business continuity risk subcommittees (under the overall enterprise risk management program) on cybersecurity threats and privacy risks impacting the Company , which includes benchmarking these risks versus our industry.
Although our risk factors include 32 Table of Contents further detail about the material cybersecurity risks we face and how a cybersecurity incident may affect our business strategy, results of operations, or financial condition, we believe that risks from prior cybersecurity threats, including as a result of any prior cybersecurity incident, have not materially affected or are reasonably likely to materially affect our business strategy, results of operations, or financial condition to date .
Although our risk factors include 33 Table of Contents further detail about the material cybersecurity risks we face and how a cybersecurity incident may affect our business strategy, results of operations, or financial condition, we believe that risks from prior cybersecurity threats, including as a result of any prior cybersecurity incident, have not materially affected or are reasonably likely to materially affect our business strategy, results of operations, or financial condition to date.
The Company’s Head of Information Security manages the Company’s cybersecurity efforts and leads the cybersecurity team under the direct oversight of our Chief Technology Officer. These individuals, including all members of the cybersecurity team, have an average of over 16 years of experience involving information technology, including security, auditing, compliance, systems, and programming.
The Company’s Head of Information Security manages the Company’s cybersecurity efforts and leads the cybersecurity team under the direct oversight of our Chief Technology Officer. These individuals, including all members of the cybersecurity team, have an average of over 17 years of experience involving information technology, including security, auditing, compliance, systems, and programming.
The Company’s Head of Information Security is responsible for developing and implementing these controls and training exercises with support from our information technology department. ​ The Company’s enterprise risk management program has established an internal risk committee to evaluate information governance risks including risks associated with the Company’s use of artificial intelligence.
The Company’s Head of Information Security is responsible for developing and implementing these controls and training exercises with support from our information technology department. ​ The Company’s enterprise risk management program has established an internal risk committee to evaluate information governance risks including risks associated with the Company’s use of AI.
We can provide no assurances that there will not be incidents in the future or that they will not materially affect us, including our business strategy, results of operations, or financial condition. ​ Governance ​ The Board has authorized the audit committee to oversee the Company’s risk assessment and risk management practices and strategies.
We can provide no assurances that there will not be incidents in the future or that they will not materially affect us, including our business strategy, results of operations, or financial condition. ​ Governance ​ The Board has authorized the Finance and Audit Committee to oversee the Company’s cyber, data, privacy, and AI risks.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeITEM 2. PROPERTIES Properties Our Support Center is located in Louisville, Kentucky. We occupy this facility under a master lease with Paragon Centre Holdings, LLC, a limited liability company in which we have a minority ownership position. As of December 31, 2024, we leased 133,023 square feet. Our lease expires on October 31, 2048, including all applicable extensions.
Biggest changeITEM 2. PROPERTIES Properties Our Support Center is located in Louisville, Kentucky. In 2025, we purchased this facility from Paragon Centre Holdings, LLC, a limited liability company in which we held a minority ownership interest.
The breakdown of these leases is as follows: ​ ​ Land leases 452 Land and building or in-line space leases 61 Total 513 ​ Additional information concerning our properties and leasing arrangements is included in Note 2 and Note 8 to the Consolidated Financial Statements appearing in Part II, Item 8 of this Annual Report on Form 10-K.
The breakdown of these leases is as follows: ​ ​ Land leases 487 Land and building or in-line space leases 69 Total 556 ​ Additional information concerning our properties and leasing arrangements is included in Note 2 and Note 8 to the Consolidated Financial Statements appearing in Part II, Item 8 of this Annual Report on Form 10-K.
Removed
As of December 31, 2024, we owned and operated 666 company restaurants. Of the 666 company-owned restaurants, 153 restaurants were on owned sites and 513 restaurants were on leased sites.
Added
As of December 30, 2025, we own the entire facility, which includes land of approximately 7.8 acres and multiple buildings that comprise approximately 133,023 square feet of space. As of December 30, 2025, we owned and operated 714 company restaurants. Of the 714 company restaurants, 158 restaurants were on owned sites and 556 restaurants were on leased sites.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeITEM 3. LEGAL PROCEEDINGS Information regarding legal proceedings is included in Note 13 to the Consolidated Financial Statements appearing in Part II, Item 8 of this Annual Report on Form 10-K. ITEM 4. MINE SAFETY DISCLOSURES Not applicable. ​ 33 Table of Contents PART II
Biggest changeITEM 3. LEGAL PROCEEDINGS Information regarding legal proceedings is included in Note 13 to the Consolidated Financial Statements appearing in Part II, Item 8 of this Annual Report on Form 10-K. ITEM 4. MINE SAFETY DISCLOSURES Not applicable. ​ 34 Table of Contents PART II

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeThe following table includes information regarding purchases of our common stock, excluding the impact of excise taxes, made by us during the quarter ended December 31, 2024: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Number Maximum Number ​ ​ ​ ​ ​ ​ ​ of Shares ​ (or Approximate ​ ​ ​ ​ ​ ​ ​ Purchased as ​ Dollar Value) of ​ ​ ​ ​ ​ ​ ​ Part of Publicly ​ Shares that May ​ ​ Total Number ​ Average ​ Announced ​ Yet Be Purchased ​ ​ of Shares ​ Price Paid ​ Plans or ​ Under the Plans Period ​ Purchased ​ per Share ​ Programs ​ or Programs September 25 to October 22 — ​ $ — — ​ $ 72,194,874 October 23 to November 19 53,780 ​ $ 195.22 53,780 ​ $ 61,696,192 November 20 to December 31 128,968 ​ $ 190.74 ​ 128,968 ​ $ 37,096,422 Total 182,748 ​ ​ ​ 182,748 ​ ​ ​ ​ On February 19, 2025, our Board approved a stock repurchase program for the repurchase of up to $500.0 million of our common stock.
Biggest changeThe following table includes information regarding purchases of our common stock, excluding the impact of excise taxes, made by us during the quarter ended December 30, 2025: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Number ​ ​ ​ Maximum Number ​ ​ ​ ​ ​ ​ ​ of Shares ​ (or Approximate ​ ​ ​ ​ ​ ​ ​ Purchased as ​ Dollar Value) of ​ ​ ​ ​ ​ ​ ​ Part of Publicly ​ Shares that May ​ ​ Total Number ​ Average ​ Announced ​ Yet Be Purchased ​ ​ of Shares ​ Price Paid ​ Plans or ​ Under the Plans Period ​ Purchased ​ per Share ​ Programs ​ or Programs October 1 to October 28 82,090 ​ $ 171.70 82,090 ​ $ 415,901,484 October 29 to November 25 118,126 ​ $ 166.62 118,126 ​ $ 396,218,970 November 26 to December 30 95,462 ​ $ 170.18 ​ 95,462 ​ $ 379,973,130 Total 295,678 ​ ​ ​ 295,678 ​ ​ ​ ​ ​ ​ 35 Table of Contents Stock Performance Graph The following graph sets forth the cumulative total shareholder return experienced by holders of the Company’s common stock compared to the cumulative total return of the S&P 500 Index as well as the industry specific S&P Composite 1500 Restaurant Sub-Index for the five year period ended December 30, 2025, the last trading day of our fiscal year.
The graph assumes the values of the investment in our common stock and each index was $100 on January 1, 2020 and the reinvestment of all dividends paid during the period of the securities comprising the indices. Note: The stock price performance shown on the graph below does not indicate future performance.
The graph assumes the values of the investment in our common stock and each index was $100 on December 29, 2020 and the reinvestment of all dividends paid during the period of the securities comprising the indices. Note: The stock price performance shown on the graph below does not indicate future performance.
ITEM 5. MARKET FOR THE REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Our common stock is traded on the Nasdaq Global Select Market under the symbol TXRH. The number of holders of record of our common stock as of February 19, 2025 was 157.
ITEM 5. MARKET FOR THE REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Our common stock is traded on the Nasdaq Global Select Market under the symbol TXRH. The number of holders of record of our common stock as of February 18, 2026 was 146.
The timing and amount of any repurchases through this program are determined by management under parameters approved 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.
The timing and 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.
On February 19, 2025, our Board declared a quarterly dividend of $0.68 per share of common stock which will be distributed on April 1, 2025 to shareholders of record at the close of business on March 18, 2025.
On February 18, 2026, our Board declared a quarterly dividend of $0.75 per share of common stock which will be distributed on March 31, 2026 to shareholders of record at the close of business on March 17, 2026.
In 2024, we paid $79.8 million, excluding excise taxes, to repurchase 461,662 shares of our common stock. For the fourth quarter ended December 31, 2024, we paid $35.1 million, excluding excise taxes, to repurchase 182,748 shares of our common stock. As of December 31, 2024, $37.1 million remained authorized for stock repurchases.
In 2025, we paid $150.0 million, excluding excise taxes, to repurchase 869,007 shares of our common stock. For the fourth quarter ended December 30, 2025, we paid $50.0 million, excluding excise taxes, to repurchase 295,678 shares of our common stock. As of December 30, 2025, $380.0 million remained authorized for stock repurchases.
From inception through December 31, 2024, we have paid $763.3 million through our authorized stock repurchase programs to repurchase 21,958,130 shares of our common stock at an average price per share of $34.76. On March 17, 2022, the Board approved a stock repurchase program for the repurchase of up to $300.0 million of our common stock.
From inception through December 30, 2025, we have paid $913.3 million, excluding excise taxes, through our authorized stock repurchase programs to repurchase 22,827,137 shares of our common stock at an average price per share of $40.01. 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.
Comparison of Cumulative Total Return Since January 1, 2020 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 12/31/2019 12/29/2020 12/28/2021 12/27/2022 12/26/2023 12/31/2024 Texas Roadhouse, Inc. ​ $ 100.00 ​ $ 141.22 ​ $ 162.36 ​ $ 174.38 ​ $ 232.77 ​ $ 345.95 ​ S&P 500 ​ $ 100.00 ​ $ 117.46 ​ $ 153.01 ​ $ 124.43 ​ $ 157.72 ​ $ 197.02 ​ S&P Composite 1500 Restaurant Sub-Index ​ $ 100.00 ​ $ 118.92 ​ $ 145.30 ​ $ 134.26 ​ $ 153.38 ​ $ 164.08 ​ ​ ​ ITEM 6 —RESERVED ​ ​ 35 Table of Contents ​ ​ ​ ​
Comparison of Cumulative Total Return Since December 29, 2020 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 12/29/2020 ​ ​ ​ 12/28/2021 ​ ​ ​ 12/27/2022 ​ ​ ​ 12/26/2023 ​ ​ ​ 12/31/2024 ​ ​ ​ 12/30/2025 Texas Roadhouse, Inc. ​ $ 100.00 ​ $ 114.97 ​ $ 123.49 ​ $ 164.83 ​ $ 244.98 ​ $ 230.83 ​ S&P 500 Index ​ $ 100.00 ​ $ 130.26 ​ $ 105.93 ​ $ 134.27 ​ $ 167.73 ​ $ 199.17 ​ S&P Composite 1500 Restaurant Sub-Index ​ $ 100.00 ​ $ 122.18 ​ $ 112.90 ​ $ 128.97 ​ $ 137.98 ​ $ 136.53 ​ ​ ​ ITEM 6 —RESERVED ​ ​ 36 Table of Contents ​ ​ ​ ​
This stock repurchase program has no expiration date. All repurchases to date have been made through open market transactions.
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.
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Any repurchases under this plan will be made by the Company through open market transactions.
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This stock repurchase program has no expiration date and replaces the previous stock repurchase program which was approved in 2022. ​ ​ 34 Table of Contents Stock Performance Graph The following graph sets forth the cumulative total shareholder return experienced by holders of the Company’s common stock compared to the cumulative total return of the S&P 500 Index as well as the industry specific S&P Composite 1500 Restaurant Sub-Index for the five year period ended December 31, 2024, the last trading day of our fiscal year.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeIn addition, capital allocation spend in 2024 included capital expenditures of $354.3 million, dividends of $162.9 million, and repurchases of common stock of $79.8 million. ​ 40 Table of Contents Results of Operations (in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fiscal Year Ended ​ ​ ​ December 31, 2024 ​ December 26, 2023 ​ $ % ​ $ % ​ ​ ​ (In thousands) Consolidated Statements of Income: ​ ​ ​ ​ Revenue: ​ ​ ​ ​ ​ ​ ​ ​ ​ Restaurant and other sales ​ ​ 5,341,853 ​ 99.4 ​ 4,604,554 ​ 99.4 Franchise royalties and fees ​ ​ 31,479 ​ 0.6 ​ 27,118 ​ 0.6 Total revenue ​ ​ 5,373,332 ​ 100.0 ​ 4,631,672 ​ 100.0 Costs and expenses: ​ ​ ​ ​ ​ ​ ​ ​ ​ (As a percentage of restaurant and other sales) ​ ​ ​ ​ ​ ​ ​ ​ ​ Restaurant operating costs (excluding depreciation and amortization shown separately below): ​ ​ ​ ​ ​ ​ ​ ​ ​ Food and beverage ​ ​ 1,785,119 ​ 33.4 ​ 1,593,852 ​ 34.6 Labor ​ ​ 1,764,740 ​ 33.1 ​ 1,539,124 ​ 33.4 Rent ​ ​ 80,560 ​ 1.5 ​ 72,766 ​ 1.6 Other operating ​ ​ 795,657 ​ 14.9 ​ 690,848 ​ 15.0 (As a percentage of total revenue) ​ ​ ​ ​ ​ ​ ​ ​ ​ Pre-opening ​ ​ 28,090 ​ 0.5 ​ 29,234 ​ 0.6 Depreciation and amortization ​ ​ 178,157 ​ 3.3 ​ 153,202 ​ 3.3 Impairment and closure, net ​ ​ 1,226 ​ NM ​ 275 ​ NM General and administrative ​ ​ 223,264 ​ 4.2 ​ 198,382 ​ 4.3 Total costs and expenses ​ ​ 4,856,813 ​ 90.4 ​ 4,277,683 ​ 92.4 Income from operations ​ ​ 516,519 ​ 9.6 ​ 353,989 ​ 7.6 Interest income, net ​ ​ 6,774 ​ 0.1 ​ 2,984 ​ 0.1 Equity income from investments in unconsolidated affiliates ​ ​ 1,197 ​ NM ​ 1,351 ​ NM Income before taxes ​ ​ 524,490 ​ 9.8 ​ 358,324 ​ 7.7 Income tax expense ​ ​ 80,145 ​ 1.5 ​ 44,649 ​ 1.0 Net income including noncontrolling interests ​ ​ 444,345 ​ 8.3 ​ 313,675 ​ 6.8 Net income attributable to noncontrolling interests ​ ​ 10,753 ​ 0.2 ​ 8,799 ​ 0.2 Net income attributable to Texas Roadhouse, Inc. and subsidiaries ​ ​ 433,592 ​ 8.1 ​ 304,876 ​ 6.6 NM – Not meaningful 41 Table of Contents ​ ​ ​ ​ ​ ​ ​ Reconciliation of Income from Operations to Restaurant Margin ($ In thousands, except restaurant margin $ per store week) ​ ​ ​ ​ ​ ​ ​ Fiscal Year Ended ​ ​ December 31, 2024 ​ December 26, 2023 Income from operations ​ $ 516,519 ​ $ 353,989 ​ ​ ​ ​ ​ Less: ​ ​ ​ ​ Franchise royalties and fees ​ 31,479 ​ 27,118 ​ ​ ​ ​ ​ Add: ​ ​ ​ ​ Pre-opening ​ 28,090 ​ 29,234 Depreciation and amortization ​ 178,157 ​ 153,202 Impairment and closure, net ​ 1,226 ​ 275 General and administrative ​ 223,264 ​ 198,382 Restaurant margin ​ $ 915,777 ​ $ 707,964 ​ ​ ​ ​ ​ Restaurant margin $/store week ​ $ 26,572 ​ $ 22,090 Restaurant margin (as a percentage of restaurant and other sales) ​ 17.1% ​ 15.4% Restaurant Unit Activity ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ Texas Roadhouse ​ Bubba's 33 Jaggers Balance at December 26, 2023 741 ​ 686 ​ 45 10 Company openings 31 ​ 26 ​ 4 ​ 1 Franchise openings - Domestic ​ 2 ​ — ​ — ​ 2 Franchise openings - International (1) 12 ​ 11 ​ — ​ 1 Franchise closings - International ​ (2) ​ (2) ​ — ​ — Balance at December 31, 2024 784 ​ 721 ​ 49 14 ​ ​ ​ ​ ​ ​ ​ December 31, 2024 December 26, 2023 Company - Texas Roadhouse 608 ​ 582 Company - Bubba's 33 49 ​ 45 Company - Jaggers 9 ​ 8 Total company ​ 666 ​ 635 ​ ​ ​ ​ ​ Franchise - Texas Roadhouse - Domestic 56 ​ 56 Franchise - Jaggers - Domestic ​ 4 ​ 2 Franchise - Texas Roadhouse - International (1) 57 ​ 48 Franchise - Jaggers - International ​ 1 ​ - Total franchise ​ 118 ​ 106 ​ ​ ​ ​ ​ Total 784 741 (1) Includes a U.S. territory. ​ ​ ​ 42 Table of Contents Restaurant and Other Sales Restaurant and other sales increased 16.0% in 2024 compared to 2023.
Biggest changeIn addition, capital allocation spend in 2025 included capital expenditures of $388.0 million, franchise acquisitions of $107.5 million, dividends of $180.3 million, and repurchases of common stock of $150.0 million. ​ 41 Table of Contents Results of Operations (in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fiscal Year Ended ​ ​ December 30, 2025 ​ December 31, 2024 ​ ​ $ ​ % ​ $ ​ % Consolidated Statements of Income: ​ ​ ​ ​ ​ ​ ​ ​ Revenue: ​ ​ ​ ​ ​ ​ ​ ​ Restaurant and other sales ​ 5,847,234 ​ 99.5 ​ 5,341,853 ​ 99.4 Royalties and franchise fees ​ 30,841 ​ 0.5 ​ 31,479 ​ 0.6 Total revenue ​ 5,878,075 ​ 100.0 ​ 5,373,332 ​ 100.0 Costs and expenses: ​ ​ ​ ​ ​ ​ ​ ​ (As a percentage of restaurant and other sales) ​ ​ ​ ​ ​ ​ ​ ​ Restaurant operating costs (excluding depreciation and amortization shown separately below): ​ ​ ​ ​ ​ ​ ​ ​ Food and beverage ​ 2,049,687 ​ 35.0 ​ 1,785,119 ​ 33.4 Labor ​ 1,944,416 ​ 33.3 ​ 1,764,740 ​ 33.1 Rent ​ 92,321 ​ 1.6 ​ 80,560 ​ 1.5 Other operating ​ 855,092 ​ 14.6 ​ 795,657 ​ 14.9 (As a percentage of total revenue) ​ ​ ​ ​ ​ ​ ​ ​ Pre-opening ​ 27,502 ​ 0.5 ​ 28,090 ​ 0.5 Depreciation and amortization ​ 206,640 ​ 3.5 ​ 178,157 ​ 3.3 Impairment and closure, net ​ 349 ​ NM ​ 1,226 ​ NM General and administrative ​ 227,328 ​ 3.9 ​ 223,264 ​ 4.2 Total costs and expenses ​ 5,403,335 ​ 91.9 ​ 4,856,813 ​ 90.4 Income from operations ​ 474,740 ​ 8.1 ​ 516,519 ​ 9.6 Interest income, net ​ 3,137 ​ 0.1 ​ 6,774 ​ 0.1 Equity income from investments in unconsolidated affiliates ​ 2,879 ​ NM ​ 1,197 ​ NM Income before taxes ​ 480,756 ​ 8.2 ​ 524,490 ​ 9.8 Income tax expense ​ 66,421 ​ 1.1 ​ 80,145 ​ 1.5 Net income including noncontrolling interests ​ 414,335 ​ 7.0 ​ 444,345 ​ 8.3 Net income attributable to noncontrolling interests ​ 8,781 ​ 0.1 ​ 10,753 ​ 0.2 Net income attributable to Texas Roadhouse, Inc. and subsidiaries ​ 405,554 ​ 6.9 ​ 433,592 ​ 8.1 NM – Not meaningful 42 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ Reconciliation of Income from Operations to Restaurant Margin ($ In thousands, except restaurant margin $ per store week) ​ ​ Fiscal Year Ended ​ ​ December 30, 2025 ​ December 31, 2024 Income from operations ​ $ 474,740 ​ $ 516,519 ​ ​ ​ ​ ​ ​ ​ Less: ​ ​ ​ ​ ​ ​ Royalties and franchise fees ​ ​ 30,841 ​ ​ 31,479 ​ ​ ​ ​ ​ ​ ​ Add: ​ ​ ​ ​ ​ ​ Pre-opening ​ ​ 27,502 ​ ​ 28,090 Depreciation and amortization ​ ​ 206,640 ​ ​ 178,157 Impairment and closure, net ​ ​ 349 ​ ​ 1,226 General and administrative ​ ​ 227,328 ​ ​ 223,264 Restaurant margin ​ $ 905,718 ​ $ 915,777 ​ ​ ​ ​ ​ ​ ​ Restaurant margin $/store week ​ $ 25,035 ​ $ 26,572 Restaurant margin (as a percentage of restaurant and other sales) ​ ​ 15.5% ​ ​ 17.1% Restaurant Unit Activity ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ Texas Roadhouse ​ Bubba's 33 ​ ​ ​ Jaggers Balance at December 31, 2024 784 ​ 721 ​ 49 14 Company openings 28 ​ 20 ​ 7 ​ 1 Franchise openings - Domestic ​ 1 ​ — ​ — ​ 1 Franchise openings - International 3 ​ 3 ​ — ​ — Balance at December 30, 2025 816 ​ 744 ​ 56 16 ​ ​ ​ ​ ​ ​ ​ December 30, 2025 December 31, 2024 Company - Texas Roadhouse 648 ​ 608 Company - Bubba's 33 56 ​ 49 Company - Jaggers 10 ​ 9 Total company ​ 714 ​ 666 ​ ​ ​ ​ ​ Franchise - Texas Roadhouse - Domestic 36 ​ 56 Franchise - Jaggers - Domestic ​ 5 ​ 4 Franchise - Texas Roadhouse - International (1) 60 ​ 57 Franchise - Jaggers - International ​ 1 ​ 1 Total franchise ​ 102 ​ 118 ​ ​ ​ ​ ​ Total 816 784 (1) Includes a U.S. territory. ​ ​ ​ 43 Table of Contents Restaurant and Other Sales Restaurant and other sales increased 9.5% in 2025 compared to 2024.
In calculating restaurant margin, we exclude certain non-restaurant-level costs that support operations, but do not have a direct impact on restaurant-level operational efficiency and performance, including general and administrative expenses. We exclude pre-opening expenses as they occur at irregular intervals and would impact comparability to prior period results.
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.
Restaurant other operating expenses consist of all other restaurant- level operating costs, the major components of which are supplies, profit sharing incentive compensation for our restaurant managing partners and market partners, utilities, credit card fees, general liability insurance, advertising, repairs and maintenance, property taxes, and outside services. Pre-opening Expenses.
Restaurant other operating expenses consist of all other restaurant- level operating costs, the major components of which are supplies, utilities, profit sharing incentive compensation for our restaurant managing partners and market partners, credit card fees, general liability insurance, advertising, repairs and maintenance, property taxes, and outside services. Pre-opening Expenses.
Effects of Inflation During recent years, we have operated during periods of inflation, led primarily by wage and other labor inflation and commodity inflation. Some of the impacts of inflation have been offset by menu price increases and other adjustments.
Effects of Inflation During recent years, we have operated during periods of inflation, led primarily by commodity inflation and wage and other labor inflation. Some of the impacts of inflation have been offset by menu price increases and other adjustments.
In recent years, we have relocated several existing Texas Roadhouse locations at or near the end of their associated lease or as a result of eminent domain which allowed us to move to a better site, update them to a current prototypical design, construct a larger building with more seats and greater number of available parking spaces, accommodate increased to-go sales, and/or obtain more favorable lease terms.
In recent years, we have relocated a number of existing Texas Roadhouse locations at or near the end of their associated lease or as a result of eminent domain which allowed us to move to a better site, update them to a current prototypical design, construct a larger building with more seats and greater number of available parking spaces, accommodate increased to-go sales, and/or obtain more favorable lease terms.
In addition, we continue to pursue opportunities to acquire domestic franchise locations to expand our company restaurant base. 36 Table of Contents We have entered into area development and franchise agreements for the development and operation of Texas Roadhouse restaurants in numerous foreign countries and one U.S. territory.
In addition, we continue to pursue opportunities to acquire domestic franchise locations to expand our company restaurant base. 37 Table of Contents We have entered into area development and franchise agreements for the development and operation of Texas Roadhouse restaurants in numerous foreign countries and one U.S. territory.
Refer to Note 17 in the consolidated financial statements for further discussion regarding impairment and closure costs recorded in 2024, 2023, and 2022. Goodwill. Goodwill is tested annually for impairment and is tested more frequently if events and circumstances indicate that the asset might be impaired.
Refer to Note 17 in the consolidated financial statements for further discussion regarding impairment and closure costs recorded in 2025, 2024, and 2023. Goodwill. Goodwill is tested annually for impairment and is tested more frequently if events and circumstances indicate that the asset might be impaired.
Whether we are able and/or choose to continue to offset the effects of inflation will determine to what extent, if any, inflation affects our restaurant profitability in future periods. ​ 49 Table of Contents
Whether we are able and/or choose to continue to offset the effects of inflation will determine to what extent, if any, inflation affects our restaurant profitability in future periods. ​ 50 Table of Contents
We define the comparable restaurant base to include those restaurants open for a full 18 months before the beginning of the period measured excluding restaurants permanently closed during the period, if applicable. Comparable restaurant sales can be impacted by changes in guest traffic counts or by changes in the per person average check amount.
We define the comparable restaurant base to include those restaurants open for a 38 Table of Contents full 18 months before the beginning of the period measured excluding restaurants permanently closed during the period, if applicable. Comparable restaurant sales can be impacted by changes in guest traffic counts or by changes in the per person average check amount.
Food and beverage costs consist of the costs of raw materials and ingredients used in the preparation of food and beverage products sold in our company restaurants. Approximately half of our food and beverage costs relate to beef. 38 Table of Contents Restaurant Labor Expenses.
Food and beverage costs consist of the costs of raw materials and ingredients used in the preparation of food and beverage products sold in our company restaurants. Approximately half of our food and beverage costs relate to beef. 39 Table of Contents Restaurant Labor Expenses.
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 our retail initiatives, are included in Other.
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 our retail initiatives, are included in Other.
We also continue to make a number of building modifications and/or expansions to existing restaurants in order to better accommodate increased dine-in and to-go sales. These modifications include room expansions which add additional guest seating, the addition of to-go areas, and cooler expansions to accommodate higher inventory levels.
We also continue to make a number of building modifications and/or expansions to existing restaurants in order to better accommodate increased dine-in and to-go sales. These modifications include room expansions which add additional guest seating and cooler expansions to accommodate higher inventory levels.
Key Measures We Use To Evaluate Our Company Key measures we use to evaluate and assess our business include the following: ● Comparable Restaurant Sales. Comparable restaurant sales reflect the change in sales for all company restaurants across all concepts, unless otherwise noted, over the same period of the prior year for the 37 Table of Contents comparable restaurant base.
Key Measures We Use To Evaluate Our Company Key measures we use to evaluate and assess our business include the following: ● Comparable Restaurant Sales. Comparable restaurant sales reflect the change in sales for all company restaurants across all concepts, unless otherwise noted, over the same period of the prior year for the comparable restaurant base.
(the "Company," "we," "our," and/or "us") should be read in conjunction with the consolidated financial statements and the notes to such financial statements (pages F-1 to F-27), "Forward-looking Statements" (page 3), and Risk Factors set forth in Item 1A. Further, the discussion and analysis below generally discusses 2024 items and year-to-year comparisons between 2024 and 2023.
(the "Company," "we," "our," and/or "us") should be read in conjunction with the consolidated financial statements and the notes to such financial statements (pages F-1 to F-28), "Forward-looking Statements" (page 3), and Risk Factors set forth in Item 1A. Further, the discussion and analysis below generally discusses 2025 items and year-to-year comparisons between 2025 and 2024.
In the estimation of future cash flows, we consider the 48 Table of Contents period of time the restaurant has been open, the trend of operations over such period, and future periods and expectations for future sales growth.
In the estimation of future cash flows, we consider the period of time the restaurant has been open, the trend of operations over such period, and future periods and expectations for future sales growth.
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 $336.9 million in 2024 compared to $367.2 million in 2023.
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 $482.8 million in 2025 compared to $336.9 million in 2024.
Discussions of 2023 items and year-to-year comparisons between 2023 and 2022 are not included in this Annual Report on Form 10-K and can be found in "Management’s Discussion and Analysis of Financial Conditions and Results of Operations" in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended December 26, 2023, filed with the SEC on February 23, 2024.
Discussions of 2024 items and year-to-year comparisons between 2024 and 2023 are not included in this Annual Report on Form 10-K and can be found in "Management’s Discussion and Analysis of Financial Conditions and Results of Operations" in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, filed with the SEC on February 28, 2025.
No material liabilities have been recorded as of December 31, 2024 or December 26, 2023, as the likelihood of default was deemed to be less than probable and the fair value of the guarantees is not considered significant.
No material liabilities have been recorded as of December 30, 2025 or December 31, 2024, as the likelihood of default was deemed to be less than probable and the fair value of the guarantees is not considered significant.
The franchise restaurants included 11 international Texas Roadhouse restaurants, including one restaurant in a U.S. territory, two domestic Jaggers restaurants, and our first international Jaggers restaurant. ● Maintaining and/or Improving Restaurant Level Profitability. We continue to focus on driving comparable restaurant sales to maintain or improve restaurant level profitability.
The franchise restaurants included three international Texas Roadhouse restaurants, including one restaurant in a U.S. territory, and one domestic Jaggers restaurant. ● Maintaining and/or Improving Restaurant Level Profitability. We continue to focus on driving comparable restaurant sales to maintain or improve restaurant level profitability.
Equity income includes our percentage share of net income earned by unconsolidated affiliates and our share of any gain on the acquisition of these affiliates. As of December 31, 2024 and December 26, 2023, we owned a 5.0% to 10.0% equity interest in 20 domestic franchise restaurants. Net Income Attributable to Noncontrolling Interests.
Equity income includes our percentage share of net income earned by unconsolidated affiliates and our share of any gain on the acquisition of these affiliates. We owned a 5.0% to 10.0% equity interest in 14 and 20 domestic franchise restaurants as of December 30, 2025 and December 31, 2024, respectively. Net Income Attributable to Noncontrolling Interests.
General and Administrative Expenses General and administrative expenses, as a percentage of total revenue, decreased to 4.2% in 2024 compared to 4.3% in 2023.
General and Administrative Expenses General and administrative expenses, as a percentage of total revenue, decreased to 3.9% in 2025 compared to 4.2% in 2024.
The increase was primarily due to an increase in net income, an increase in depreciation and amortization expense, and a favorable 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.
The decrease was primarily due to a decrease in net income and an unfavorable change in working capital partially offset by an increase in depreciation and amortization expense. 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.
In 2024, impairment and closure costs, net included $0.8 million related to the impairment of a building at a previously relocated store and $0.4 million related to ongoing closure costs for stores which have been relocated. In 2023, impairment and closure costs, net primarily related to ongoing closure costs for stores which have been relocated.
In 2025, impairment and closure costs, net related to restaurant relocations. In 2024, impairment and closure costs, net included $0.8 million related to the impairment of a building at a previously relocated store and $0.4 million related to ongoing closure costs for stores which have been relocated.
Presentation of Financial and Operating Data We operate on a fiscal year that ends on the last Tuesday in December. Fiscal year 2024 was 53 weeks in length and, as such, the fourth quarter of fiscal 2024 was 14 weeks in length.
Presentation of Financial and Operating Data We operate on a fiscal year that ends on the last Tuesday in December. Fiscal year 2025 was 52 weeks in length, and the fourth quarter was 13 weeks in length. Fiscal year 2024 was 53 weeks in length, and the fourth quarter was 14 weeks in length.
Restaurant Pre-opening Expenses Pre-opening expenses were $28.1 million in 2024 compared to $29.2 million in 2023. Pre-opening costs will fluctuate from period to period based on the specific pre-opening costs incurred for each restaurant, the number and timing of restaurant openings, and the number and timing of restaurant managers hired.
Restaurant Pre-opening Expenses Pre-opening expenses were $27.5 million in 2025 compared to $28.1 million in 2024. Pre-opening costs will fluctuate from period to period based on the specific pre-opening costs incurred for each restaurant, the number and timing of restaurant openings, and the number and timing of restaurant managers hired.
We have contractual arrangements that grant us the right to acquire at pre-determined formulas the remaining equity interests in 17 of the 19 majority-owned company restaurants and 55 of the 60 domestic franchise restaurants. Throughout this report, we use the term "restaurants" to include Texas Roadhouse and Bubba’s 33, unless otherwise noted.
We have contractual arrangements that grant us the right to acquire at pre-determined formulas the remaining equity interests in 18 of the 20 majority-owned company restaurants and 36 of the 41 domestic franchise restaurants. Throughout this report, we use the term "restaurants" to include Texas Roadhouse and Bubba’s 33, unless otherwise noted.
In 2025, we expect commodity inflation of 3% to 4% for the year with prices locked for approximately 40% of our 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 33.1% in 2024 compared to 33.4% in 2023.
In 2026, we expect commodity inflation of approximately 7% for the year with prices locked for approximately 45% of our forecasted costs and the remainder subject to floating market prices. Restaurant Labor Expenses Restaurant labor expenses, as a percentage of restaurant and other sales, increased to 33.3% in 2025 compared to 33.1% in 2024.
Since then, we have grown to three concepts with 784 restaurants in 49 states, one U.S. territory, and ten foreign countries. As of December 31, 2024, our 784 restaurants included: ● 666 company restaurants, of which 647 were wholly-owned and 19 were majority- owned. The results of operations of company restaurants are included in our consolidated statements of income.
Since then, we have grown to three concepts with 816 restaurants in 49 states, one U.S. territory, and ten foreign countries. As of December 30, 2025, our 816 restaurants included: ● 714 company restaurants, of which 694 were wholly-owned and 20 were majority-owned. The results of operations of company restaurants are included in our consolidated statements of income.
On February 19, 2025, the Board declared a quarterly cash dividend of $0.68 per share of common stock, representing an 11% increase compared to the quarterly dividend declared in the prior year period. In 2008, the Board approved our first stock repurchase program.
On February 18, 2026, the Board declared a quarterly cash dividend of $0.75 per share of common stock, representing a 10% increase compared to the quarterly dividend declared in the prior year period. In 2008, the Board approved our first stock repurchase program.
The credit facility is an unsecured, revolving credit agreement and has a borrowing capacity of up to $300.0 million with the option to increase by an additional $200.0 million subject to certain limitations, including approval by the syndicate of lenders. The credit facility has a maturity date of May 1, 2026.
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 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.
The increase in comparable restaurant sales growth 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. ​ ​ ​ ​ ​ ​ ​ 2024 2023 Guest traffic counts 4.4 % ​ 5.4 % Per person average check 4.1 % ​ 4.7 % Comparable restaurant sales growth 8.5 % ​ 10.1 % ​ 43 Table of Contents To-go sales as a percentage of restaurant sales were 12.8% in 2024 compared to 12.6% in 2023 and average weekly to-go sales were $19,940 in 2024 compared to $18,088 in 2023.
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. ​ ​ ​ ​ ​ ​ ​ ​ ​ 2025 ​ ​ ​ ​ 2024 ​ ​ ​ Guest traffic counts ​ 2.8 % ​ 4.4 % Per person average check ​ 2.1 % ​ 4.1 % Comparable restaurant sales ​ 4.9 % ​ 8.5 % ​ To-go sales as a percentage of restaurant sales were 13.6% in 2025 compared to 12.8% in 2024 and average weekly to-go sales were $21,973 in 2025 compared to $19,940 in 2024.
We continue to evaluate opportunities to develop restaurants in existing markets and in new domestic and international markets. Domestically, we remain focused primarily on markets where we believe a significant demand for our restaurants exists because of population size, income levels, the presence of shopping and entertainment centers, and a significant employment base.
Domestically, we remain focused primarily on markets where we believe a significant demand for our restaurants exists because of population size, income levels, the presence of shopping and entertainment centers, and a significant employment base.
In addition, corporate-related assets, depreciation and amortization, and capital expenditures are also included in Other. 45 Table of Contents Management uses restaurant margin as the primary measure for assessing performance of our segments.
In addition, corporate-related assets, depreciation and amortization, and capital expenditures are also included in Other. The chief operating decision maker ("CODM") uses restaurant margin as the primary measure for assessing performance of our segments.
Wage and other labor inflation was driven by higher wage and benefit expense due to labor market pressures along with increases in state-mandated minimum and tipped wage rates and increased investment in our people. In 2025, we anticipate our labor costs will continue to be pressured by wage and other labor inflation of 4% to 5%.
Wage and other labor inflation was driven by higher wage and benefit expense due to labor market pressures along with increases in state-mandated minimum and tipped wage rates and increased investment in our people. In 2026, we expect wage and other labor inflation of 3% to 4%.
We have also entered into domestic and international area development agreements for Jaggers, our fast-casual concept. In 2024, we opened 31 company restaurants while our franchise partners opened 14 restaurants. The company restaurants included 26 Texas Roadhouse restaurants, four Bubba’s 33 restaurants, and one Jaggers restaurant.
We have also entered into domestic and international area development agreements for Jaggers. In 2025, we opened 28 company restaurants while our franchise partners opened four restaurants. The company restaurants included 20 Texas Roadhouse restaurants, seven Bubba’s 33 restaurants, and one Jaggers restaurant.
Guarantees As of December 31, 2024 and December 26, 2023, we were contingently liable for $9.4 million and $10.4 million, respectively, for seven lease guarantees. These amounts represent the maximum potential liability of future payments under the guarantees.
Guarantees As of December 30, 2025 and December 31, 2024, we are contingently liable for $7.8 million for five lease guarantees and $9.4 million for seven lease guarantees, respectively. These amounts represent the maximum potential liability of future payments under the guarantees.
The decrease was primarily driven by the benefit of a higher guest check and labor productivity partially offset by wage and other labor inflation of 4.6% in 2024.
The increase was primarily driven by wage and other labor inflation of 3.7% in 2025, partially offset by the benefit of a higher guest check and labor productivity.
Other sales primarily include the net impact of the amortization of third-party gift card fees and gift card breakage income and content revenue related to our tabletop kiosk devices. Franchise Royalties and Fees. Franchise royalties consist of royalties, as defined in our franchise agreement, paid to us by our domestic and international franchisees.
Other sales primarily include the net impact of the amortization of third-party gift card fees and gift card breakage income and content revenue related to our tabletop kiosk devices. Royalties and Franchise Fees.
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 and franchise Texas Roadhouse restaurants.
Segment Information We manage our restaurant and franchising operations by concept and as a result 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.
Food and Beverage Costs Food and beverage costs, as a percentage of restaurant and other sales, decreased to 33.4% in 2024 compared to 34.6% in 2023. The decrease was primarily driven by the benefit of a higher average guest check partially offset by commodity inflation of 0.7% in 2024 primarily due to higher beef costs.
Food and Beverage Costs Food and beverage costs, as a percentage of restaurant and other sales, increased to 35.0% in 2025 compared to 33.4% in 2024. The increase was primarily driven by commodity inflation of 6.1% in 2025, due to higher beef costs, and shifts within the menu, partially offset by the benefit of a higher guest check.
Of the 118 franchise restaurants, 56 were domestic Texas Roadhouse restaurants, four were domestic Jaggers restaurants, 57 were international Texas Roadhouse restaurants, including one restaurant in a U.S. territory, and one was an international Jaggers restaurant.
Of the 102 franchise restaurants, 36 were domestic Texas Roadhouse restaurants, five were domestic Jaggers restaurants, 60 were international Texas Roadhouse restaurants, including two restaurants in a U.S. territory, and one was an international Jaggers restaurant.
As of December 31, 2024, we had no outstanding borrowings under the credit facility and had $296.8 million of availability, net of $3.2 million of outstanding letters of credit. As of December 26, 2023, we had no outstanding balance on the credit facility and had $295.3 million of availability, net of $4.7 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. As of December 31, 2024, we had no outstanding borrowings under the previous credit facility and had $296.8 million of availability, net of $3.2 million of outstanding letters of credit.
Per person average check for 2024 includes the benefit of menu price increases of approximately 2.2% and 0.9% implemented in Q2 2024 and Q4 2024, respectively. We implemented menu price increases of approximately 2.2% and 2.7% in Q2 2023 and Q4 2023, respectively. In addition, we plan to implement a menu price increase of approximately 1.4% in early April.
Per person average check for 2025 includes the benefit of menu price increases of approximately 1.4% and 1.7% implemented in Q2 2025 and Q4 2025, respectively. We implemented menu price increases of approximately 2.2% and 44 Table of Contents 0.9% in Q2 2024 and Q4 2024, respectively.
We either lease our restaurant site locations under operating leases for periods generally of five to 30 years (including renewal periods) or purchase the land when appropriate.
We either lease our restaurant site locations under operating leases for periods generally of five to 30 years (including renewal periods) or purchase the land when appropriate. As of December 30, 2025, 158 of the 714 company restaurants have been developed on land which we own.
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): ​ ​ ​ ​ ​ ​ ​ ​ ​ Fiscal Year Ended ​ December 31, 2024 December 26, 2023 Net cash provided by operating activities ​ $ 753,629 ​ $ 564,984 Net cash used in investing activities ​ (336,901) ​ (367,167) Net cash used in financing activities ​ (275,749) ​ (267,432) Net increase (decrease) in cash and cash equivalents ​ $ 140,979 ​ $ (69,615) ​ Net cash provided by operating activities was $753.6 million in 2024 compared to $565.0 million in 2023.
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): ​ ​ ​ ​ ​ ​ ​ ​ ​ Fiscal Year Ended ​ ​ ​ ​ December 30, 2025 ​ ​ ​ December 31, 2024 Net cash provided by operating activities ​ $ 730,067 ​ $ 753,629 Net cash used in investing activities ​ (482,814) ​ (336,901) Net cash used in financing activities ​ (357,769) ​ (275,749) Net (decrease) increase in cash and cash equivalents ​ $ (110,516) ​ $ 140,979 ​ Net cash provided by operating activities was $730.1 million in 2025 compared to $753.6 million in 2024.
Of the 666 company restaurants, we operated 608 as Texas Roadhouse restaurants, 49 as Bubba’s 33 restaurants, and nine as Jaggers restaurants. ● 118 franchise restaurants, of which 20 we have a 5.0% to 10.0% ownership interest.
Of the 714 company restaurants, we operated 648 as Texas Roadhouse restaurants, 56 as Bubba’s 33 restaurants, and ten as Jaggers restaurants. ● 102 franchise restaurants, of which 14 we have a 5.0% to 10.0% ownership interest.
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 chief operating decision maker to evaluate restaurant-level operating efficiency and performance.
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.
The following table presents a summary of restaurant margin by segment (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fiscal Year Ended ​ December 31, 2024 ​ December 26, 2023 Texas Roadhouse $ 864,999 ​ 17.3 % ​ $ 671,158 ​ 15.5 % Bubba's 33 46,422 ​ 15.6 ​ ​ 33,942 ​ 13.7 ​ Other 4,356 ​ 13.8 ​ ​ 2,864 ​ 11.2 ​ Total $ 915,777 ​ 17.1 % ​ $ 707,964 ​ 15.4 % ​ In our Texas Roadhouse reportable segment, restaurant margin dollars increased $193.8 million or 28.9% in 2024.
The following table presents a summary of restaurant margin by segment (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fiscal Year Ended ​ December 30, 2025 ​ December 31, 2024 Texas Roadhouse $ 851,594 ​ 15.6 % ​ $ 864,999 ​ 17.3 % Bubba's 33 49,218 ​ 14.7 ​ ​ 46,422 ​ 15.6 ​ Other 4,906 ​ 13.5 ​ ​ 4,356 ​ 13.8 ​ Total $ 905,718 ​ 15.5 % ​ $ 915,777 ​ 17.1 % 46 Table of Contents ​ In our Texas Roadhouse reportable segment, restaurant margin dollars decreased $13.4 million or 1.5% in 2025.
Our consolidated subsidiaries include 19 and 20 majority-owned restaurants as of December 31, 2024 and December 26, 2023, respectively. 2024 Financial Highlights Total revenue increased $741.7 million or 16.0% to $5.4 billion in 2024 compared to $4.6 billion in 2023 primarily due to an increase in comparable restaurant sales and an increase in store weeks.
Our consolidated subsidiaries include 20 and 19 majority-owned restaurants as of December 30, 2025 and December 31, 2024, respectively. 2025 Financial Highlights Total revenue increased $504.7 million or 9.4% to $5.9 billion in 2025 compared to $5.4 billion in 2024 primarily due to an increase in store weeks and comparable restaurant sales partially offset by lapping the benefit of the additional week which added $114.7 million in revenue in 2024.
Domestic and international franchisees also typically pay an initial franchise fee and/or development fee for each new restaurant or territory. Revenues related to our royalty-based retail products are also included within franchise royalties and fees. Food and Beverage Costs.
Royalties consist of franchise royalites, as defined in our franchise agreement, paid to us by our domestic and international franchisees, as well as royalties related to our royalty-based retail products. Domestic and international franchisees also typically pay an initial franchise fee and/or development fee for each new restaurant or territory. Food and Beverage Costs.
At December 31, 2024, our Texas Roadhouse reporting unit had allocated goodwill of $169.7 million. No other reporting units had goodwill balances.
At December 30, 2025, our Texas Roadhouse reporting unit had goodwill of $242.2 million. No other reporting units had goodwill balances.
The increase was driven by a decrease in the impact of the FICA tip tax credit, due to increased profitability. In 2025, we expect an effective tax rate of 15% to 16% based on forecasted operating results.
Income Tax Expense Our effective tax rate decreased to 13.8% in 2025 compared to 15.3% in 2024. The decrease was driven by an increase in the impact of the FICA tip tax credit. In 2026, we expect an effective tax rate of 14% to 15% based on forecasted operating results.
As of December 31, 2024, 153 of the 666 company restaurants have been developed on land which we own. 46 Table of Contents The following table presents a summary of capital expenditures (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Fiscal Year Ended ​ December 31, 2024 December 26, 2023 New company restaurants ​ $ 198,367 ​ $ 201,234 Refurbishment or expansion of existing restaurants ​ 122,905 ​ 119,785 Relocation of existing restaurants ​ ​ 25,633 ​ ​ 20,629 Capital expenditures related to Support Center office ​ ​ 7,436 ​ ​ 5,386 Total capital expenditures ​ $ 354,341 ​ $ 347,034 ​ Our future capital requirements will primarily depend on the number and mix of new restaurants we open, the timing of those openings, and the restaurant prototype developed in a given fiscal year.
The following table presents a summary of capital expenditures (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fiscal Year Ended ​ ​ ​ December 30, 2025 ​ December 31, 2024 New company restaurants ​ $ 180,783 ​ $ 198,367 Refurbishment or expansion of existing restaurants ​ 135,817 ​ 122,905 Relocation of existing restaurants ​ ​ 43,626 ​ ​ 25,633 Capital expenditures related to Support Center office ​ ​ 27,770 ​ ​ 7,436 Total capital expenditures ​ $ 387,996 ​ $ 354,341 ​ 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.
Depreciation and Amortization Expenses Depreciation and amortization expenses, as a percentage of revenue, were 3.3% in both 2024 and in 2023. The increase in average unit volume was offset by higher depreciation expense at our newer restaurants. Impairment and Closure Costs, Net Impairment and closure costs, net were $1.2 million and $0.3 million in 2024 and 2023, respectively.
The increase was driven by higher depreciation at our newer restaurants and intangible asset amortization expense related to the acquisition of franchise rights, partially offset by the increase in average unit volume. 45 Table of Contents Impairment and Closure Costs, Net Impairment and closure costs, net were $0.3 million and $1.2 million in 2025 and 2024, respectively.
The decrease was driven by the increase in average unit volume partially offset by higher rent expense at our newer restaurants. 44 Table of Contents Restaurant Other Operating Expenses Restaurant other operating expenses, as a percentage of restaurant and other sales, decreased to 14.9% in 2024 compared to 15.0% in 2023.
Restaurant Rent Expense Restaurant rent expense, as a percentage of restaurant and other sales, increased to 1.6% in 2025 compared to 1.5% in 2024. The increase was driven by higher rent expense at our recently acquired restaurants and newer restaurants, partially offset by the increase in average unit volume.
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. 47 Table of Contents 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.
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.
The decrease was primarily due to the acquisition of franchise stores in 2023 partially offset by an increase in capital expenditures in 2024. We require capital principally for the development of new company restaurants, the refurbishment or relocation of existing restaurants, and the acquisition of franchise restaurants, as applicable.
These increases were partially offset by a decrease in the timing of new company restaurant spend. We require capital principally for the development of new company restaurants, the refurbishment or relocation of existing restaurants, and the acquisition of franchise restaurants, as applicable.
When fair value is measured by discounting estimated future cash flows, the assumptions used are consistent with what we believe hypothetical market participants would use. We also use a discount rate that is commensurate with the risk inherent in the projected cash flows.
The determination of asset fair value is also subject to significant judgment. We generally measure estimated fair value by discounting estimated future cash flows. When fair value is measured by discounting estimated future cash flows, the assumptions used are consistent with what we believe hypothetical market participants would use.
As we assess the ongoing expected cash flows and carrying amounts of our long- lived assets, these factors could cause us to realize a material impairment charge. Based on our reviews performed on the cash flows of our restaurants, the carrying amount associated with restaurants deemed at risk for impairment is not material to our consolidated financial statements.
As we assess the 49 Table of Contents ongoing expected cash flows and carrying amounts of our long-lived assets, these factors could cause us to realize a material impairment charge.
The payment of quarterly dividends totaled $162.9 million and $147.2 million in 2024 and 2023, respectively. On February 19, 2025, our Board declared a quarterly cash dividend of $0.68 per share of common stock. We paid distributions of $10.4 million and $8.0 million in 2024 and 2023, respectively, to equity holders of our majority-owned company restaurants.
On February 19, 2025, our Board authorized the payment of a quarterly dividend of $0.68 per share of common stock compared to the quarterly dividend of $0.61 per share of common stock declared in 2024. The payments of quarterly dividends totaled $180.3 million and $162.9 million in 2025 and 2024, respectively.
Diluted earnings per share increased 42.5% to $6.47 from $4.54 in the prior year primarily due to the increase in net income. Diluted earnings per share growth was positively impacted by approximately 5% as a result of the additional week.
In addition, income tax expense decreased due to the decrease in profitability. Diluted earnings per share decreased 5.8% to $6.10 from $6.47 in 2024 due to the decrease in net income partially offset by the impact of share repurchases. Diluted earnings per share growth was negatively impacted by approximately 4% as a result of the additional week in 2024.
Fiscal years 2023 and 2022 were both 52 weeks in length, and the fourth quarters were both 13 weeks in length. Long-term Strategies to Grow Earnings Per Share and Create Shareholder Value Our long-term strategies with respect to increasing net income and earnings per share, along with creating shareholder value, include the following: ● Expanding Our Restaurant Base.
Long-term Strategies to Grow Earnings Per Share and Create Shareholder Value Our long-term strategies with respect to increasing net income and earnings per share, along with creating shareholder value, include the following: ● Expanding Our Restaurant Base. We continue to evaluate opportunities to develop restaurants in existing markets and in new domestic and international markets.
In 2024, we paid $79.8 million, excluding excise taxes, to repurchase 461,662 shares of our common stock. From inception through December 31, 2024, we have paid $763.3 million through our authorized stock repurchase programs to repurchase 21,958,130 shares of our common stock at an average price per share of $34.76.
In 2025, we paid $150.0 million, excluding excise taxes, to repurchase 869,007 shares of our common stock. From inception through December 30, 2025, we have paid $913.3 million through our authorized stock repurchase programs to repurchase 22,827,137 shares of our common stock at an average price per share of $40.01.
If assets are determined to be impaired, we measure the impairment charge by calculating the amount by which the asset carrying amount exceeds its estimated fair value. The determination of asset fair value is also subject to significant judgment. We generally measure estimated fair value by discounting estimated future cash flows.
Based on our reviews performed on the cash flows of our restaurants, the carrying amount associated with restaurants deemed at risk for impairment is not material to our consolidated financial statements. If assets are determined to be impaired, we measure the impairment charge by calculating the amount by which the asset carrying amount exceeds its estimated fair value.
Comparable restaurant sales and store weeks increased 8.5% and 7.5%, respectively, at company restaurants in 2024. 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 benefit of the additional week in 2024.
Store weeks and comparable restaurant sales increased 5.0% and 4.9%, respectively, at company restaurants in 2025 compared to 2024. The increase in store weeks was due to new store openings and the acquisition of franchise restaurants.
Company restaurant count activity is shown in the restaurant unit activity table above. ​ ​ ​ ​ ​ ​ ​ ​ ​ 2024 ​ 2023 Company Restaurants: ​ ​ ​ ​ ​ ​ ​ Increase in store weeks ​ 7.5 % ​ ​ 5.8 % Increase in average unit volume (1) ​ 7.8 % ​ ​ 9.7 % Other (2) ​ 0.8 % ​ ​ — % Total increase in restaurant sales ​ 16.1 % ​ ​ 15.5 % Other sales ​ (0.1) % ​ ​ (0.1) % Total increase in restaurant and other sales ​ 16.0 % ​ ​ 15.4 % ​ ​ ​ ​ ​ ​ ​ ​ Store weeks ​ 34,464 ​ ​ ​ 32,050 ​ Comparable restaurant sales ​ 8.5 % ​ ​ 10.1 % ​ ​ ​ ​ ​ ​ ​ ​ Texas Roadhouse restaurants: ​ ​ ​ ​ ​ ​ ​ Store weeks ​ 31,548 ​ ​ ​ 29,528 ​ Comparable restaurant sales ​ 8.6 % ​ ​ 10.3 % Average unit volume (in thousands) (1) $ 8,488 ​ ​ $ 7,642 ​ Average unit volume, 2023 adjusted (in thousands) (3) $ 8,488 ​ ​ $ 7,824 ​ ​ ​ ​ ​ ​ ​ ​ ​ Weekly sales by group: ​ ​ ​ ​ ​ ​ ​ Comparable restaurants (549 and 527 units) $ 160,365 ​ ​ $ 147,274 ​ Average unit volume restaurants (17 and 22 units) $ 153,321 ​ ​ $ 139,688 ​ Restaurants less than six months old (42 and 33 units) $ 142,067 ​ ​ $ 146,614 ​ ​ ​ ​ ​ ​ ​ ​ ​ Bubba's 33 restaurants: ​ ​ ​ ​ ​ ​ ​ Store weeks ​ 2,485 ​ ​ ​ 2,167 ​ Comparable restaurant sales ​ 5.5 % ​ ​ 5.5 % Average unit volume (in thousands) (1) $ 6,276 ​ ​ $ 5,921 ​ Average unit volume, 2023 adjusted (in thousands) (3) $ 6,276 ​ ​ $ 6,048 ​ ​ ​ ​ ​ ​ ​ ​ ​ Weekly sales by group: ​ ​ ​ ​ ​ ​ ​ Comparable restaurants (37 and 34 units) $ 120,354 ​ ​ $ 113,972 ​ Average unit volume restaurants (4 and 3 units) $ 100,477 ​ ​ $ 112,698 ​ Restaurants less than six months old (8 and 8 units) $ 125,511 ​ ​ $ 114,312 ​ (1) Average unit volume restaurants include restaurants open a full six to 18 months before the beginning of the period measured, excluding sales from restaurants permanently closed during the period, if applicable.
Company restaurant count activity is shown in the restaurant unit activity table above. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2025 ​ 2024 Company Restaurants: ​ ​ ​ ​ ​ ​ ​ ​ Increase in store weeks ​ ​ 5.0 % ​ ​ 7.5 % Increase in average unit volume ​ ​ 3.8 % ​ ​ 7.8 % Other ​ ​ 0.7 % ​ ​ 0.7 % Total increase in restaurant and other sales ​ ​ 9.5 % ​ ​ 16.0 % ​ ​ ​ ​ ​ ​ ​ ​ ​ Store weeks ​ ​ 36,178 ​ ​ ​ 34,464 ​ Comparable restaurant sales ​ ​ 4.9 % ​ ​ 8.5 % ​ ​ ​ ​ ​ ​ ​ ​ ​ Texas Roadhouse restaurants: ​ ​ ​ ​ ​ ​ ​ ​ Store weeks ​ ​ 32,970 ​ ​ ​ 31,548 ​ Comparable restaurant sales ​ ​ 5.0 % ​ ​ 8.6 % Average unit volume (in thousands) ​ $ 8,687 ​ ​ $ 8,525 ​ Average unit volume, 2024 adjusted (in thousands) (1) ​ $ 8,687 ​ ​ $ 8,342 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weekly sales by group: ​ ​ ​ ​ ​ ​ ​ ​ Comparable restaurants (586 and 549 units) ​ $ 168,472 ​ ​ $ 160,365 ​ Average unit volume restaurants (28 and 17 units) (2) ​ $ 137,482 ​ ​ $ 153,321 ​ Restaurants less than six months old (34 and 42 units) ​ $ 152,209 ​ ​ $ 142,067 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Bubba's 33 restaurants: ​ ​ ​ ​ ​ ​ ​ ​ Store weeks ​ ​ 2,719 ​ ​ ​ 2,485 ​ Comparable restaurant sales ​ ​ 2.8 % ​ ​ 5.5 % Average unit volume (in thousands) ​ $ 6,283 ​ ​ $ 6,276 ​ Average unit volume, 2024 adjusted (in thousands) (1) ​ $ 6,283 ​ ​ $ 6,151 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weekly sales by group: ​ ​ ​ ​ ​ ​ ​ ​ Comparable restaurants (41 and 37 units) ​ $ 121,605 ​ ​ $ 120,354 ​ Average unit volume restaurants (7 and 4 units) (2) ​ $ 116,237 ​ ​ $ 100,477 ​ Restaurants less than six months old (8 and 8 units) ​ $ 138,968 ​ ​ $ 125,511 ​ (1) For comparative purposes, 2024 was adjusted to include 52 weeks.
Interest Income, Net Interest income, net was $6.8 million in 2024 compared to $3.0 million in 2023. The increase was driven by increased earnings on our cash and cash equivalents and decreased borrowings on our revolving credit facility in 2024. Equity Income from Investments in Unconsolidated Affiliates Equity income was $1.2 million in 2024 compared to $1.4 million in 2023.
The decrease was driven by decreased earnings on our cash and cash equivalents. Equity Income from Investments in Unconsolidated Affiliates Equity income was $2.9 million in 2025 compared to $1.2 million in 2024. The increase in 2025 was driven by a $2.2 million gain on the acquisition of six of these affiliates partially offset by decreased earnings from fewer affiliates.
This stock repurchase program has no expiration date. All repurchases to date under our stock repurchase programs have been made through open market transactions. In 2024, we paid $79.8 million, excluding excise taxes, to repurchase 461,662 shares of our common stock. In 2023, we paid $50.0 million, excluding excise taxes, to repurchase 455,026 shares of our common stock.
This stock repurchase program has no expiration date and replaces the previous stock repurchase program which was approved in 2022. In 2025, we paid $150.0 million, excluding excise taxes, to repurchase 869,007 shares of our common stock. In 2024, we paid $79.8 million, excluding excise taxes, to repurchase 461,662 shares of our common stock.
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.
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. 47 Table of Contents We intend to satisfy our capital requirements over the next 12 months with cash on hand, net cash provided by operating activities, and as needed, funds available under our revolving credit facility.
The increase in restaurant margin, as a percentage of restaurant and other sales, was primarily driven by higher sales. The benefit of a higher average guest check and labor productivity more than offset wage and other labor inflation of 4.6% and commodity inflation of 0.7%.
Restaurant margin, as a percentage of restaurant and other sales, decreased to 15.5% in 2025 compared to 17.1% in 2024. The decrease in restaurant margin, as a percentage of restaurant and other sales, was primarily due to commodity inflation of 6.1% and wage and other labor inflation of 3.7% partially offset by higher sales.
The decrease was driven by the increase in average unit volume and a separation payout of $2.6 million in Q1 2023, related to the retirement of an executive officer, partially offset by higher restricted stock expense and incentive compensation expense. The increase in restricted stock expense was primarily due to shifting our restricted stock grants from quarterly to annually.
The decrease was driven by the increase in average unit volume, lower incentive compensation expense, and lower restricted stock expense due to lapping the impact of the shift in the timing of our restricted stock grants from quarterly to annually. Interest Income, Net Interest income, net was $3.1 million in 2025 compared to $6.8 million in 2024.
In 2025, we expect store week growth of approximately 5% across all concepts, including a benefit of 2% from the acquisition of 13 domestic franchise restaurants at the beginning of our 2025 fiscal year.
In 2025, we had store week growth of approximately 5.0% across all concepts, including a benefit from franchise acquisitions in 2025, offset by lapping the impact of the additional week in 2024. In 2026, we expect store week growth of 5% to 6% across all concepts, including the impact of franchise acquisitions.
If these assumptions change in the future, we may be required to record impairment charges for these assets. In 2024, we recorded impairment and closure costs, net of $1.2 million which related to the impairment of a building at a previously relocated store and ongoing closure costs for stores which have relocated.
We also use a discount rate that is commensurate with the risk inherent in the projected cash flows. If these assumptions change in the future, we may be required to record impairment charges for these assets. In 2025, we recorded impairment and closure costs of $0.3 million related to restaurant relocations.
The increase was primarily due to higher sales and improved labor productivity partially offset by wage and other labor inflation as well as higher general liability insurance expense. In our Bubba’s 33 reportable segment, restaurant margin dollars increased $12.5 million or 36.8% in 2024.
The decrease was primarily due to higher food and beverage costs driven by commodity inflation and lapping the benefit of the additional week in the prior year, partially offset by higher sales. In our Bubba’s 33 reportable segment, restaurant margin dollars increased $2.8 million or 6.0% in 2025.
The additional week added $114.7 million in revenue and a 2% benefit to store week growth. 39 Table of Contents Net income increased $128.7 million or 42.2% to $433.6 million in 2024 compared to $304.9 million in 2023 primarily due to higher restaurant margin dollars, as described below, partially offset by higher depreciation and amortization expenses and higher general and administrative expenses.
The increase in comparable restaurant sales was due to an increase in guest traffic along with an increase in per person average check. 40 Table of Contents Net income decreased $28.0 million or 6.5% to $405.6 million in 2025 compared to $433.6 million in 2024 primarily due to lower restaurant margin dollars, as described below, and higher depreciation and amortization expenses partially offset by lower income tax expense.
The decrease was driven by the increase in average unit volume partially offset by higher incentive compensation expense and higher general liability insurance expense. The increase in incentive compensation expense was due to favorable operating results and the increase in general liability insurance expense was due to unfavorable claims experience and an increase in retention levels.
Restaurant Other Operating Expenses Restaurant other operating expenses, as a percentage of restaurant and other sales, decreased to 14.6% in 2025 compared to 14.9% in 2024. The decrease was driven by lower incentive compensation expense, the increase in average unit volume, and lower general liability insurance expense of $2.7 million, partially offset by higher credit card fees and utilities expenses.
Contractual Obligations The following table summarizes the amount of payments due under specified contractual obligations as of December 31, 2024 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Payments Due by Period ​ ​ ​ ​ ​ Less than ​ ​ ​ ​ ​ ​ ​ More than ​ Total 1 year 1 - 3 Years 3 - 5 Years 5 years Obligations under finance leases ​ ​ 2,758 ​ ​ 31 ​ ​ 72 ​ ​ 89 ​ ​ 2,566 Interest (1) ​ 3,893 ​ 312 ​ ​ 615 ​ ​ 599 ​ ​ 2,367 Real estate operating lease obligations ​ 1,472,259 ​ 79,801 ​ ​ 163,025 ​ ​ 167,477 ​ ​ 1,061,956 Capital obligations ​ 243,569 ​ 243,569 ​ — ​ — ​ — Total contractual obligations (2) ​ $ 1,722,479 ​ $ 323,713 ​ $ 163,712 ​ $ 168,165 ​ $ 1,066,889 (1) Includes interest on our financing leases and assumes a constant interest rate until maturity.
We were in compliance with all financial covenants as of December 30, 2025. ​ 48 Table of Contents Contractual Obligations The following table summarizes the amount of payments due under specified contractual obligations as of December 30, 2025 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Payments Due by Period ​ ​ ​ ​ ​ Less than ​ ​ ​ ​ ​ ​ ​ More than ​ ​ ​ ​ Total ​ ​ ​ 1 year ​ ​ ​ 1 - 3 Years ​ ​ ​ 3 - 5 Years ​ ​ ​ 5 years Obligations under finance leases ​ ​ 2,741 ​ ​ 34 ​ ​ 78 ​ ​ 97 ​ ​ 2,532 Interest (1) ​ 3,581 ​ 309 ​ ​ 608 ​ ​ 590 ​ ​ 2,074 Real estate operating lease obligations ​ 1,712,000 ​ 90,829 ​ ​ 187,286 ​ ​ 192,365 ​ ​ 1,241,520 Capital obligations ​ 234,221 ​ 234,221 ​ — ​ — ​ — Total contractual obligations (2) ​ $ 1,952,543 ​ $ 325,393 ​ $ 187,972 ​ $ 193,052 ​ $ 1,246,126 (1) Includes interest on our financing leases and assumes a constant interest rate until maturity.
As of December 31, 2024, $37.1 million remained under our authorized stock repurchase program. On February 19, 2025, our Board approved a stock repurchase program for the repurchase of up to $500.0 million of our common stock. Any repurchases under this plan will be made by the Company through open market transactions.
On February 18, 2026, our Board declared a quarterly cash dividend of $0.75 per share of common stock. On February 19, 2025, our Board approved a stock repurchase program for the repurchase of up to $500.0 million of our common stock.
We maintain 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.
As of December 30, 2025, $380.0 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.
Restaurant Rent Expense Restaurant rent expense, as a percentage of restaurant and other sales, decreased to 1.5% in 2024 compared to 1.6% in 2023.
Depreciation and Amortization Expenses Depreciation and amortization expenses, as a percentage of revenue, increased to 3.5% in 2025 compared to 3.3% in 2024.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeWe are subject to business risk as our beef supply is highly dependent upon four vendors. If these vendors are unable to fulfill their obligations under their contracts, we may encounter supply shortages and/or higher costs to secure adequate supply and a possible loss of sales, any of which would harm our business. ITEM 8.
Biggest changeWe are subject to business risk as our beef supply is highly dependent upon four vendors that represent a significant portion of the total beef marketplace. If any of these vendors are unable to fulfill their obligations under their contracts, we could encounter supply shortages and/or incur higher costs to secure adequate supplies, either of which would harm our business.
FINANCIAL STATEMENTS AND SUPPLEMENTARY FINANCIAL DATA See Index to Consolidated Financial Statements at Item 15.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY FINANCIAL DATA See Index to Consolidated Financial Statements at Item 15.
The terms of the credit facility require us 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 0.875% to 1.875% depending on our leverage ratio. As of December 31, 2024, we had no outstanding borrowings on our credit facility.
The terms of the credit facility require us 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 December 30, 2025, we had no outstanding borrowings on our credit facility.

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