El Pollo Loco Holdings, Inc. 10-Q

Item 2. Unregistered Sales of Equity Securities, Use of Proceeds, and Issuer Purchases of Equity Securities. On October 11, 2022, the Company’s Board of Directors approved a share repurchase program (the “2022 Stock Repurchase Plan”) under which the Company was authorized to repurchase up to $20.0 million of shares of our common stock through March 28, 2024. The 2022 Stock Repurchase Plan commenced on January 9, 2023, and was completed on July 12, 2023. Under the 2022 Stock Repurchase Plan, the Company was permitted to repurchase its common stock from time to time, in amounts and at prices that the Company deemed appropriate, subject to market conditions and other considerations. Pursuant to the 2022 Stock Repurchase Plan, the Company was authorized to effect repurchases using open market purchases, including pursuant to Rule 10b5-1 trading plans, and/or through privately negotiated transactions. On August 7, 2023, the Company entered into a Stock Repurchase Agreement (the “Repurchase Agreement”) with FS Equity Partners V, L.P. and FS Affiliates V, L.P. (together, the “Sellers”), pursuant to which the Company agreed to purchase an aggregate of 2,500,000 shares of the Company’s common stock from the Sellers at a price of $10.63 per share, representing the closing price of such shares as listed on Nasdaq on August 7, 2023, for a total purchase price of $26.6 million. The repurchase was completed in August 2023. Prior to the repurchase, Freeman Spogli & Co. (“Freeman Spogli”), collectively with the Sellers and certain other funds managed by Freeman Spogli, were the Company’s largest stockholder. In addition, John Roth, a director of the Company until his resignation on August 16, 2023, is a general partner of Freeman Spogli and its chief executive officer. T he following table summarizes the Company’s purchases of common stock, including under the 2022 Stock Repurchase Plan and the Repurchase Agreement, in the quarterly period ended September 27, 2023 (in thousands, except number of shares and per share amounts): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Number of Shares Purchased Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares That May Be Purchased Under the Plans or Programs ​ June 29, 2023 to July 26, 2023 206,214 $ 9.14 ​ 206,214 $ - July 27, 2023 to August 23, 2023 2,504,639 $ 10.63 ​ — $ - August 23, 2023 to September 27, 2023 — $ - ​ — $ - Total 2,710,853 (1) ​ ​ 206,214 ​ ​ ​ ​ ​ ​ ​ ​ (1) Consists of 206,214 shares purchased by the Company pursuant to the 2022 Stock Repurchase Plan (which was completed on July 12, 2023), 2,500,000 shares purchased by the Company in August 2023 pursuant to the Repurchase Agreement, and 4,639 shares acquired by the Company to satisfy employee tax withholding obligations in connection with the vesting of previously issued restricted stock . ​ ​ ​ ​ ​ ​ ​ ​ ​ Item 3. Defaults Upon Senior Securities. None. ​ Item 4. Mine Safety Disclosures. None. ​ 51 Table of Contents