12 unchanged sentences
Securities Authorized for Issuance under Equity Incentive Plans
−Removed: See Part III, Item 12 "Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters" below.
+Added: The following table provides information about our compensation plans under which our Class A common stock is authorized for issuance, as of
+Added: December 31, 2023:
+Added: Number of securities to be issued upon exercise of outstanding options, warrants and rights (1) Weighted-average exercise price of outstanding options, warrants and rights (2) Number of securities remaining available for future issuances under equity compensation plans (3)
+Added: Equity compensation plans approved by security holders 7,609,420 $ 8.60 4,255,789
+Added: (1) Includes shares issuable pursuant to stock options, restricted stock units, restricted stock awards, stock appreciation rights and other stock-based awards under the Company's 2021 Plan.
+Added: Represents shares under the 2021 Plan, including 5,261,663 shares assumed from the 2014 Plan.
+Added: (2) The weighted-average exercise price set forth in this column is calculated excluding restricted stock units or other awards for which recipients are not required to pay an exercise price to receive the shares subject to the awards.
+Added: (3) This amount represents shares of common stock available for issuance under the 2021 Plan, which include stock options, restricted stock units, restricted stock awards, stock appreciation rights and other stock-based awards.
Portillo's Inc.
1 unchanged sentence
Stock Performance Graph
−Removed: The following graph and table illustrate the total return from October 21, 2021 through December 25, 2022 for (i) our Class A common stock, (ii) the Standard and Poor's 500 Index, and (iii) the Standard and Poor’s Restaurants Index, assuming an investment of $100 on October 21, 2021 of Portillo's Inc.
+Added: The following graph and table illustrate the total return from October 21, 2021 through December 31, 2023 for (i) our Class A common stock, (ii) the Standard and Poor's 500 Index, (iii) the Standard and Poor’s 500 Restaurants Index, and (iv) the Standard and Poor's 600 Restaurant Index assuming an investment of $100 on October 21, 2021 of Portillo's Inc.
stock or on September 30, 2021 in the indices, including the reinvestment of dividends.
+Added: Beginning in 2024, we will use the S&P 500 and S&P 600 Restaurant indices to benchmark against broad market and small-cap restaurant company performance as these indices better reflect the external market and our business.
10/21/2021 12/26/2021 4/1/2022 7/1/2022 10/1/2022 12/25/2022 4/1/2023 7/1/2023 10/1/2023 12/31/2023
3 unchanged sentences
S&P 500 Restaurants
+Added: 100.00 108.31 93.75 87.32 87.58 99.35 106.88 113.08 101.76 114.02
+Added: S&P 600 Restaurants
+Added: 100.00 89.79 88.62 59.31 65.38 71.31 82.51 88.27 70.67 84.48
*$100 invested on 10/21/21 in Portillo's Inc.
5 unchanged sentences
Recent Sale of Unregistered Securities and Use of Proceeds from Registered Securities
−Removed: In the third quarter of 2022, the Company completed a secondary offering of 8,066,458 shares of the Company's Class A common stock at an offering price of $23.75 per share ("Q3 Secondary Offering").
−Removed: We used all of the net proceeds from the Q3 Secondary Offering to purchase LLC Units from certain pre-IPO LLC Members and to repurchase shares of Class A common stock from the shareholders of the Blocker Companies at a price per LLC Unit or share of Class A common stock, as applicable, equal to the public offering price per share of Class A common stock, less the underwriting discounts and commissions.
−Removed: The proceeds from the Q3 Secondary Offering were used to (i) purchase (i) 2,123,899 existing shares of Class A common stock from the shareholders of the Blocker Companies and (ii) redeem 5,942,559 LLC Units, in each case, held by certain pre-IPO LLC Members.
−Removed: In connection with the redemption, 5,942,559 shares of Class B common stock were surrendered by the pre-IPO LLC Members and canceled and the Company received 5,942,559 newly-issued LLC Units, increasing the Company's total ownership interest in Portillo's OpCo.
−Removed: As a result, Portillo's did not receive any proceeds from the offering, and the total number of shares of Class A common stock and Class B common stock did not change;
−Removed: however, the number of outstanding shares of Class A common stock increased by the same number of the canceled shares of Class B common stock.
−Removed: In the fourth quarter of 2022, the Company completed a secondary offering of 8,000,000 shares of the Company's Class A common stock at an offering price of $22.69 per share ("Q4 Secondary Offering").
−Removed: We used all of the net proceeds from the Q4 Secondary Offering to purchase LLC Units from certain pre-IPO LLC Members and to repurchase shares of Class A common stock from the shareholders of the Blocker Companies at a price per LLC Unit or share of Class A common stock, as applicable.
−Removed: The proceeds from the Q4 Secondary Offering were used to (i) purchase 2,106,400 existing shares of Class A common stock from the shareholders of the Blocker Companies and (ii) redeem 5,893,000 LLC Units, in each case, held by the pre-IPO LLC Members.
−Removed: In connection with the redemption, 5,893,000 shares of Class B common stock were surrendered by the pre-IPO LLC Members and canceled and the Company received 5,893,000 newly-issued LLC Units, increasing the Company's total ownership interest in Portillo's OpCo.
−Removed: As a result, Portillo's did not receive any proceeds from the offering, and the total number of shares of Class A common stock and Class B common stock did not change;
−Removed: however, the number of outstanding shares of Class A common stock increased by the same number of the canceled shares of Class B common stock.
Issuer Purchases of Equity Securities
3 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.