JCP Investment Management, LLC - Dec 3, 2024 Form 4 Insider Report for RED ROBIN GOURMET BURGERS INC (RRGB)

Role
10%+ Owner
Signature
JCP Investment Management, LLC, By: /s/ James C. Pappas, Managing Member
Stock symbol
RRGB
Transactions as of
Dec 3, 2024
Transactions value $
$4,154,361
Form type
4
Date filed
12/4/2024, 07:44 PM
Previous filing
Nov 7, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction RRGB Common Stock, $0.001 par value Purchase $1.08M +208K +36.48% $5.19 777K Dec 3, 2024 By: JCP Investment Partnership, LP F1, F2, F3, F4
transaction RRGB Common Stock, $0.001 par value Purchase $3.08M +593K +120.71% $5.19 1.08M Dec 3, 2024 By: Managed Accounts of JCP Investment Management, LLC F1, F2, F3, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 This Form 4 is filed jointly by JCP Investment Partnership, LP ("JCP Partnership"), JCP Investment Partners, LP ("JCP Partners"), JCP Investment Holdings, LLC ("JCP Holdings"), JCP Investment Management, LLC ("JCP Management") and James C. Pappas (collectively, the "Reporting Persons"). Each of the Reporting Persons are members of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. The Reporting Persons disclaim beneficial ownership of the securities of the Issuer owned directly by other members of the Section 13(d) group and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of such securities for purposes of Section 16 or for any other purpose. Further, each of the Reporting Persons disclaims beneficial ownership of the shares of Common Stock reported herein except to the extent of his or its pecuniary interest therein.
F2 On December 3, 2024, the Issuer entered into an equity purchase agreement with certain purchasers, including certain of the Reporting Persons (the "Purchasers"), pursuant to which the Issuer agreed to issue and sell to the Purchasers in a private placement (the "Private Placement") shares of the Issuer's Common Stock at a per share purchase price equal to $5.19.
F3 Shares of the Issuer's Common Stock purchased in the Private Placement.
F4 Represents shares of Common Stock owned directly by JCP Partnership. JCP Partners, as the general partner of JCP Partnership, may be deemed to beneficially own the shares of Common Stock owned directly by JCP Partnership. JCP Holdings, as the general partner of JCP Partners, may be deemed to beneficially own the shares of Common Stock owned directly by JCP Partnership. JCP Management, as the investment manager of JCP Partnership, may be deemed to beneficially own the shares of Common Stock owned directly by JCP Partnership. Mr. Pappas, as the managing member of JCP Management and the sole member of JCP Holdings, may be deemed to beneficially own the shares of Common Stock owned directly by JCP Partnership.
F5 Represents shares of Common Stock held in certain accounts managed by JCP Management (the "JCP Accounts"). JCP Management, as the investment manager of the JCP Accounts, may be deemed to beneficially own the shares of Common Stock held in the JCP Accounts. Mr. Pappas, as the managing member of JCP Management, may be deemed to beneficially own the shares of Common Stock held in the JCP Accounts.