Item 5. Other Information
ITEM 5. Other Information
Securities Trading Plans of Directors and Executive Officers
During the first quarter ended April 19, 2026, none of our directors or officers adopted , modified or terminated a "Rule 10b5-1 trading arrangement" or a "non-Rule 10b5-1 trading arrangement" as such terms are defined under Item 408 of Regulation S-K.
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ITEM 6. Exhibits
Exhibit
Number Description
(3.1)
Restated Certificate of Incorporation of Red Robin Gourmet Burgers, Inc., dated as of May 28, 2015. Incorporated by reference to Exhibit 3.1 to our Current Report on Form 8-K filed on May 29, 2015.
(3.2)
Fifth Amended and Restated Bylaws , dated March 20, 2023. Incorporated by reference to Exhibit 3.1 to our Current Report on Form 8-K filed on March 24, 2023.
10.1 *
F orm of Red Robin Gourmet Burgers, Inc. 202 4 Performance Incentive Plan Phantom Unit (Phantom RSU) Award Agreement .
( 10.2 )
First Amendment to Cooperation Agreement, dat ed February 13, 2026 , by and among Red Robin Gourmet Burgers, Inc., JCP Parties, and Jumana Parties. Incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed on February 13, 2026.
( 10.3)*
Employment Agreement by and between Red Robin Gourmet Burgers, Inc. and Mark Graff, dated April 29, 2026 . Incorporated by reference to Exhibit 10.1 to our C u rrent Report on Form 8-K filed on April 30, 202 6.
31.1
Rule 13a-14(a) Certification of Chief Executive Officer
31.2
Rule 13a-14(a) Certification of Chief Financial Officer
32.1
Section 1350 Certifications of Chief Executive Officer and Chief Financial Officer
101 The following financial information from the Quarterly Report on Form 10-Q of Red Robin Gourmet Burgers, Inc. for the quarter ended April 19, 2026 formatted in XBRL (Extensible Business Reporting Language): (i) Condensed Consolidated Balance Sheets at April 19, 2026 and December 28, 2025; (ii) Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) for the sixteen weeks ended April 19, 2026 and April 20, 2025; (iii) Condensed Consolidated Statements of Stockholders' Equity (Deficit) at April 19, 2026 and April 20, 2025; (iv) Condensed Consolidated Statements of Cash Flows for the sixteen weeks ended April 19, 2026 and April 20, 2025; and (v) the Notes to Condensed Consolidated Financial Statements, tagged as blocks of text.
104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
( ) Exhibits previously filed in the Company's periodic filings as specifically noted.
* Executive compensation plans and arrangements.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
RED ROBIN GOURMET BURGERS, INC.
(Registrant)
May 19, 2026 By:
/s/ Christopher Meyer
Date
Christopher Meyer
Interim Principal Financial Officer and Interim Principal Accounting Officer
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.