CHEESECAKE FACTORY INC 10-K

ITEM 5. MARKET FOR 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 CAKE. There were approximately 1,490 holders of record of our common stock at February 11, 2026, and we estimate there were approximately 148,800 beneficial stockholders on that date. On October 26, 2022, our Board increased the authorization to repurchase our common stock by 5.0 million shares to 61.0 million shares. Under this authorization, we have cumulatively repurchased 59.9 million shares at a total cost of $1,983.6 million, excluding the excise tax, through December 30, 2025, with 228,106 shares repurchased at a cost of $11.2 million, excluding the excise tax, during the fourth 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. The following table presents our purchases of our common stock during the fiscal quarter ended December 30, 2025 (in thousands, except per share data): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ ​ ​ ​ ​ ​ ​ ​ Total Number of Shares ​ ​ ​ Maximum Number of ​ ​ Number ​ Average ​ Purchased as Part of ​ Shares that May Yet ​ ​ of Shares ​ Price Paid ​ Publicly Announced ​ Be Purchased Under the Period ​ ​ ​ Purchased (1) ​ ​ ​ per Share (2) ​ ​ ​ Plans or Programs ​ ​ ​ Plans or Programs October 1 — November 4, 2025 ​ 20 ​ $ 54.67 ​ — ​ 1,293 November 5 — December 2, 2025 ​ 59 ​ ​ 46.71 ​ 59 ​ 1,234 December 3 — December 30, 2025 ​ 149 ​ ​ 49.11 ​ 149 ​ 1,085 Total ​ 228 ​ ​ ​ ​ 208 ​ ​ (1) The total number of shares purchased includes 20,231 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. Future decisions to pay or to increase or decrease dividends or to repurchase shares are at the discretion of the Board and will be dependent on operating performance, financial condition, capital expenditure requirements, limitations on cash distributions pursuant to the terms and conditions of the Loan Agreement and applicable law, and such other factors that the Board considers relevant. (See Item 1A — Risk Factors — “Our stock price could be adversely affected if we are unable to pay or increase dividends.”) 38 Table of Contents Price Performance Graph The following graph compares the cumulative five-year total return provided to stockholders on the Company’s common stock relative to the S&P 400 Midcap Index, the NASDAQ US Benchmark TR Index and the S&P 600 Restaurants Index. The graph assumes a $100 initial investment and the reinvestment of dividends in each of the indices. The measurement points utilized in the graph consist of the last trading day in each calendar year, which closely approximates the last day of the respective fiscal year of the Company. The historical stock performance presented below is not intended to and may not be indicative of future stock performance. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 12/31/20 ​ ​ ​ 12/31/21 ​ ​ ​ 12/31/22 ​ ​ ​ 12/31/23 ​ ​ ​ 12/31/24 ​ ​ ​ 12/31/25 The Cheesecake Factory Incorporated ​ $ 100 ​ $ 106 ​ $ 88 ​ $ 100 ​ $ 138 ​ $ 150 S&P 400 Midcap Index ​ $ 100 ​ $ 125 ​ $ 108 ​ $ 126 ​ $ 144 ​ $ 155 NASDAQ US Benchmark TR Index (1) ​ $ 100 ​ $ 126 ​ $ 101 ​ $ 128 ​ $ 159 ​ $ 187 S&P 600 Restaurants Index (2) ​ $ 100 ​ $ 96 ​ $ 76 ​ $ 93 ​ $ 110 ​ $ 94 (1) Underlying data provided by Nasdaq Global Indexes. (2) The S&P 600 Restaurants Index is a comprehensive restaurant industry index that includes casual dining, fast casual and quick-service constituents. This graph shall not be deemed incorporated by reference by any general statement incorporating by reference this Annual Report on Form 10-K into any filing under the Securities Act of 1933 or under the Securities Exchange Act of 1934, except to the extent that the Company specifically incorporates this information by reference and shall not otherwise be deemed filed under such Acts. Shares Authorized for Issuance under Equity Compensation Plans The information required by Item 201(d) of Regulation S-K under Item 5 is incorporated by reference to the section entitled “Equity Compensation Plan Information” in our definitive proxy statement for the annual meeting of stockholders expected to be held on May 28, 2026 (the “Proxy Statement”). 39 Table of Contents ITEM 6. [RESERVED] ​