Christopher C. Colson - Jan 8, 2024 Form 4 Insider Report for Texas Roadhouse, Inc. (TXRH)

Role
CHIEF LEGAL & ADMIN OFFICER
Signature
/s/ Sean Renfroe, by Power of Attorney
Stock symbol
TXRH
Transactions as of
Jan 8, 2024
Transactions value $
-$451,330
Form type
4
Date filed
1/10/2024, 08:00 PM
Previous filing
Jan 10, 2023
Next filing
Feb 23, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TXRH Common Stock Options Exercise $0 +5.3K +106% $0.00 10.3K Jan 8, 2024 Direct F1
transaction TXRH Common Stock Tax liability -$212K -1.79K -17.37% $118.30 8.51K Jan 8, 2024 Direct
transaction TXRH Common Stock Sale -$240K -2.01K -23.63% $119.19 6.5K Jan 9, 2024 Direct F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction TXRH Restricted Stock Units Options Exercise $0 -5.3K -100% $0.00* 0 Jan 8, 2024 Common Stock 5.3K Direct F4, F5
transaction TXRH Restricted Stock Units Award $0 +4.2K $0.00 4.2K Jan 8, 2024 Common Stock 4.2K Direct F4, F6, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 Represents restricted stock units that are fully vested on the transaction date.
F2 These shares were disposed of pursuant to a written non-discretionary Rule 10b5-1 stock purchase plan dated August 25, 2023.
F3 Weighted average sale price reported. The shares were sold within the range of $118.90 and $119.54. The reporting person will provide full information regarding the specific number of shares sold at each separate price upon request by the Commission Staff, the Company, or any security holder of the Company.
F4 Each restricted stock unit represents a conditional right to receive one share of the Company's common stock.
F5 The restricted stock units vested on January 8, 2024. Delivery of the shares to the reporting person occurred on January 8, 2024.
F6 Grant of restricted stock units pursuant to the Company's 2021 Long Term Incentive Plan.
F7 The restricted stock units vest on January 8, 2025. Delivery of the shares to the reporting person will occur on January 8, 2025, subject to the reporting person's continued service with the Company.