CHEESECAKE FACTORY INC 10-Q

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds. The following table presents our purchases of our common stock during the fiscal quarter ended September 30, 2025 (in thousands, except per share data): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Number of ​ Maximum Number ​ ​ ​ ​ ​ ​ Shares Purchased ​ of Shares that May ​ ​ Total Number ​ ​ ​ as Part of Publicly ​ Yet be Purchased ​ ​ of Shares ​ Average Price ​ Announced Plans ​ Under the Plans or Period Purchased (1) Paid per Share (2) or Programs Programs July 2 — August 5, 2025 18,897 ​ $ 65.24 0 1,313 August 6 — September 2, 2025 — ​ — — 1,313 September 3 — September 30, 2025 — ​ — — 1,313 Total 18,897 ​ 0 (1) The total number of shares purchased include 18,897 shares withheld upon vesting of restricted share awards to satisfy tax withholding obligations. (2) The dollar value of shares repurchased excludes excise tax due under the Inflation Reduction Act of 2022. Under authorization by our Board to repurchase up to 61.0 million shares of our common stock, we have cumulatively repurchased 59.7 million shares at a total cost of $1,972.4 million, excluding excise tax, through September 30, 2025 with 18,897 shares repurchased at a cost of $1.2 million, excluding excise tax, during the third quarter of fiscal 2025. Our share repurchase program does not have an expiration date, does not require us to purchase a specific number of shares and may be modified, suspended or terminated at any time. The timing and number of shares repurchased are subject to legal constraints and financial covenants under our Loan Agreement that limit share repurchases based on a defined ratio. (See Note 8 of Notes to Condensed Consolidated Financial Statements in Part I, Item 1 of this report for further discussion of our repurchase authorization.) ​