What changed in this filing

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Item 1. Business

2025-02-28 compared with 2024-02-23 · 156 added, 115 removed, 256 unchanged (51% of the section changed)

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Kent Taylor, started the business in 1993 with the opening of the first Texas Roadhouse restaurant in Clarksville, Indiana.

Since then, we have grown to three concepts with 741 restaurants in 49 states and ten foreign countries.

Our mission statement is "Legendary Food, Legendary Service ® ." Our operating strategy is designed to position each of our casual dining restaurants as the local hometown favorite for a broad segment of consumers seeking high quality, affordable meals served with friendly, attentive service.

As of December 26, 2023, we owned and operated 635 restaurants and franchised an additional 58 domestic restaurants and 48 international restaurants.

Since then, we have grown to three concepts with 784 restaurants in 49 states, one U.S.

territory, and ten foreign countries.

Our mission statement is "Legendary Food, Legendary Service ® " and our core values are "Passion, Partnership, Integrity, and Fun with Purpose." Our operating strategy is designed to position each of our casual dining restaurants as the local hometown favorite for a broad segment of consumers seeking high quality, affordable meals served with friendly, attentive service.

This strategy guides our purpose statement of "Serving Communities Across America and the World."

Restaurant Concepts

Of the 635 restaurants we owned and operated at the end of 2023, we operated 582 as Texas Roadhouse restaurants, 45 as Bubba’s 33 restaurants and eight as Jaggers restaurants.

As of December 31, 2024, we owned and operated 666 restaurants and franchised an additional 118 restaurants.

Of the 666 restaurants we owned and operated, we operated 608 as Texas Roadhouse restaurants, 49 as Bubba’s 33 restaurants, and nine as Jaggers restaurants.

Of the 118 franchise restaurants, 56 were domestic Texas Roadhouse restaurants, four were domestic Jaggers restaurants, 57 were international Texas Roadhouse restaurants, including one restaurant in a U.S.

territory, and one was an international Jaggers restaurant.

Texas Roadhouse is a moderately priced, full-service, casual dining restaurant concept offering an assortment of specially seasoned and aged steaks hand- cut daily on the premises and cooked to order over open grills.

In addition to steaks, we also offer our guests a selection of ribs, seafood, chicken, pork chops, pulled pork, and vegetable plates, and an assortment of hamburgers, salads, and sandwiches.

The majority of our entrées include two made-from-scratch side items, and we offer all our dine-in guests free roasted in-shell peanuts and fresh baked yeast rolls.

Bubba’s 33 is a moderately priced, full-service, casual dining restaurant concept featuring scratch-made food for all with a little rock 'n' roll, ice-cold beer and signature drinks.

The majority of our entrées include two made-from-scratch side items, and we offer all our dine-in guests free, unlimited roasted in-shell peanuts and fresh baked yeast rolls.

Bubba’s 33 is a moderately priced, full-service, casual dining restaurant concept featuring scratch-made food for all with a little rock 'n' roll, ice-cold beer, and signature cocktails.

Our menu features burgers, pizza, and wings as well as a wide variety of appetizers, sandwiches, and dinner entrées.

Bubba’s 33 is open for daily lunch and dinner service and delivery services are offered at a majority of locations.

Our first Bubba’s 33 restaurant opened in May 2013 in Fayetteville, North Carolina.

Jaggers is a fast-casual restaurant concept offering burgers, hand-breaded chicken tenders and chicken sandwiches served with scratch-made sauces.

In addition, we offer fresh salads that are made-to-order and served with homemade dressings.

Jaggers is a fast-casual restaurant concept offering burgers, hand-breaded chicken sandwiches and chicken tenders, made-to-order fresh salads, and hand-spun milkshakes.

Jaggers offers drive-thru, carry-out, and dine-in service options.

We also offer delivery services at certain locations.

We also offer delivery services at a majority of locations.

Our first Jaggers restaurant opened in December 2014 in Noblesville, Indiana.

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Segment Information

We manage our restaurant and franchising operations by concept and as a result have identified Texas Roadhouse, Bubba’s 33, Jaggers and retail initiatives (including our online store and royalty-based licensing arrangements) as separate operating segments.

We manage our restaurant and franchising operations by concept and as a result have identified Texas Roadhouse, Bubba’s 33, Jaggers, and retail initiatives as separate operating segments.

In addition, we have identified Texas Roadhouse and Bubba's 33 as reportable segments.

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Our fast-casual concept, Jaggers, offers both drive-thru and dining room service in a modern design featuring a contemporary exterior and a comfortable and inviting dining room.

● Offering performance- based manager compensation.

● Owner-operator partnership model.

As part of our effort to maintain a People-First culture, we offer a performance-based compensation program supported by competitive benefits and health programs to our individual restaurant managers and multi- restaurant operators, who are called "managing partners" and "market partners," respectively.

Each of these partners earns a base salary plus a performance bonus, which represents a percentage of each of their respective restaurant’s pre- tax income.

Each of these partners is required to sign a multi-year employment agreement and make a refundable deposit at the time of hire, that we believe reinforces an ownership mentality.

The annual compensation of these partners includes a base salary plus a performance bonus, which represents a percentage of each of their respective restaurant’s pre- tax income.

By providing our partners with a significant stake in the success of our restaurants, we believe that we are able to attract and retain talented, experienced, and highly motivated managing and market partners.

● Offering attractive price points.

● Offering everyday value.

Our everyday value includes attractive price points, generous portions, and heaping sides.

When we evaluate menu pricing, we focus on remaining disciplined as we balance short-term pressures with long-term growth while always keeping our guest top of mind.

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Within each menu category, we offer a choice of several price points with the goal of fulfilling each guest’s budget and value expectations.

Based on the results of our pricing evaluations, we will continue to take pricing actions we feel are needed.

Based on the results of our pricing evaluations, we will continue to take pricing actions we feel are needed while striving to maintain our value proposition.

● Serving our communities.

We strive to be the neighborhood destination in each market in which we operate.

We do not rely on national television or print advertising to promote our brands.

To build brand awareness and become the hometown favorite, our partners engage with their local communities through a variety of promotional activities, such as contributing time, money, and complimentary meals to charitable, civic, and cultural programs.

Additionally, we employ marketing coordinators at the restaurant and market level to develop and execute the majority of the local marketing strategies.

● Focusing on dinner.

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We design our restaurant prototypes to provide a relaxed atmosphere for our guests, while also focusing on restaurant- level returns over time.

Our current prototypical Texas Roadhouse restaurant consists of a freestanding building with approximately 7,600 to 8,400 square feet with seating for approximately 270 to 325 guests and parking for approximately 180 vehicles either on-site or in combination with some form of off-site cross parking arrangement.

Our current prototypical Texas Roadhouse restaurant consists of a freestanding building with approximately 8,000 square feet with seating for approximately 270 to 325 guests and parking for approximately 180 vehicles either on-site or in combination with some form of off-site cross parking arrangement.

Our current prototypes are adaptable to in-line and end-cap locations and/or spaces within an enclosed mall or a shopping center.

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the concept, square footage, layout, scope of required site work, geographical location, supply chain costs, type of construction labor (union or non-union), local permitting requirements, our ability to negotiate with landowners and/or landlords, cost of liquor and other licenses, and pre-opening expense.

For 2023 and 2022, our average capital investment for Texas Roadhouse restaurants was $7.9 million and $6.9 million, respectively.

The increase in our 2023 average capital investment was primarily due to an increase in building and site work costs and an increase in liquor license costs.

We expect our average capital investment for restaurants to be opened in 2024 to remain flat at approximately $7.9 million.

For 2023 and 2022, our average capital investment for Bubba’s 33 restaurants was $8.2 million and $7.8 million, respectively.

The increase in our 2023 average capital investment was primarily due to an increase in pre-opening costs at one particular site.

In 2024 and 2023, our average capital investment for Texas Roadhouse restaurants was approximately $8.0 million.

In 2024, an increase in building and furniture, fixtures, and equipment costs was offset by a decrease in site work and liquor license costs.

We expect our average capital investment for restaurants to be opened in 2025 to increase to approximately $8.6 million primarily due to increased site work costs and increased rent.

In 2024 and 2023, our average capital investment for Bubba’s 33 restaurants was $8.6 million and $8.2 million, respectively.

The increase in our 2024 average capital investment was primarily due to an increase in site work costs partially offset by a decrease in pre-opening costs.

We expect our average capital investment for restaurants to be opened in 2025 to be approximately $8.6 million.

Existing Restaurant Locations

As of December 26, 2023, we had 635 company restaurants and 106 franchise restaurants in 49 states and ten foreign countries as shown in the chart below.

As of December 31, 2024, we had 666 company restaurants and 118 franchise restaurants in 49 states, one U.S.

territory, and ten foreign countries as shown in the chart below.

Number of Restaurants

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United Arab Emirates

Total international restaurants

Total international restaurants, including a U.S.

Total system-wide restaurants

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At Bubba’s 33 restaurants, we offer a broad assortment of burgers, pizza, and wings as well as a wide variety of appetizers, sandwiches, and dinner entrées.

Our Bubba’s 33 restaurants also offer an extensive selection of draft beer and signature cocktails.

Our Bubba’s 33 restaurants also offer an extensive selection of ice-cold draft beer and signature cocktails.

We provide a "12 & Under" menu for children that includes a selection of items, including a beverage.

At Jaggers restaurants, we offer fresh, authentic, scratch-made food including double stacked burgers, hand-breaded chicken sandwiches and chicken tenders, made-to-order fresh salads and hand-spun milkshakes.

At Jaggers restaurants, we offer fresh, scratch-made food including double-stacked burgers, hand-breaded chicken sandwiches and chicken tenders, made-to-order fresh salads, and hand-spun milkshakes.

We also provide a "12 & Under" menu for children that includes a selection of smaller-sized entrées, a side, a drink, and a cookie.

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To maintain our high levels of food quality and service, we generally remove one menu item for every new menu item introduced to facilitate our ability to execute high quality meals on a focused range of menu items.

We work with a third-party vendor to manage an online tool to provide nutritional information as well as help customers identify known allergens in each of our menu items.

We work with a third-party vendor to manage an online tool to provide nutritional information as well as help guests identify known allergens in each of our menu items.

This information is available for all concepts.

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Additionally, we expect a management level employee to inspect every entrée before it leaves the kitchen to confirm it matches the guest’s order and meets our standards for quality, portion size, appearance, and presentation.

We employ a team of product coaches whose function is to provide continual, hands- on training and education to the kitchen staff in all of our restaurants for the purpose of reinforcing food quality, recipe consistency, food preparation procedures, food safety and sanitation standards, food appearance, freshness and portion size.

The product coach team supports all of our full-service domestic restaurants.

Food safety and sanitation is of utmost importance to us.

We currently utilize several additional programs to help facilitate adherence to proper food preparation procedures and food safety standards including our daily taste and temperature procedures.

We currently utilize several additional programs to help facilitate adherence to proper food preparation procedures and food safety standards including temperature monitoring at vendor distribution centers and our daily taste and temperature procedures within each restaurant.

We have a food team whose function, in conjunction with our product coaches, is to develop, enforce, and maintain programs designed to promote compliance with food safety guidelines.

As a requirement of our quality assurance process, primary food items are purchased from qualified vendors who are regularly audited by reputable, outside inspection services confirming that the vendor is compliant with United States Food and Drug Administration and United States Department of Agriculture guidelines, the results of which are reviewed by our food safety team.

This includes the routine performance of a gap analysis through various tabletop exercises to identify areas of need or improvement.

The food team also has incorporated technology in the food safety program which includes the use of electronic checklists that can capture and report trends and digital temperature monitoring and cooling automation.

We perform regular food safety and sanitation audits on our restaurants and these results are reviewed by various members of operations and management.

To maximize adherence to food safety protocols, we have incorporated

Hazard Analysis Critical Control Points principles and critical procedures (such as hand washing) in each recipe.

To maximize adherence to food safety protocols, we have incorporated Hazard Analysis Critical Control Points principles and critical procedures (such as hand washing) in each recipe.

All restaurant managers are required to complete the American National Standards Institute Certified Food Manager training.

In addition, product coaches and certain food team members are required to obtain their Certified Professional-Food Safety designation from the National Environmental Health Association.

Our procurement philosophy is designed to supply fresh, quality products to the restaurants at competitive prices while maximizing operating efficiencies.

Our procurement philosophy is designed to supply fresh, quality products to our restaurants at competitive prices while maximizing operating efficiencies.

We negotiate directly with suppliers for substantially all food and beverage products to maximize quality and freshness and obtain competitive prices.

Food and supplies are ordered by and shipped directly to our domestic restaurants.

Most food products used in the operation of our restaurants are distributed to individual restaurants through an independent national distribution company.

Most food products used in the operation of our restaurants are distributed to individual restaurants through a national distribution company.

We strive to qualify more than one supplier for all key food items and believe that beef of comparable quality as well as all other essential food and beverage products are available, upon short notice, from alternative qualified suppliers.

As a requirement of our quality assurance process, primary food items are purchased from qualified vendors who are regularly audited by reputable, outside inspection services confirming compliance with United States Food and Drug Administration and United States Department of Agriculture guidelines, the results of which are reviewed by our food safety team.

We are committed to building long-term partnerships with suppliers who are dedicated to delivering and producing safe, high-quality ingredients and products in a sustainable, ethical, and humane manner.

All suppliers are expected to comply with our Vendor Partner Expectations that outlines our standards for vendors, which include without limitation, adherence to our food safety standards, how they conduct their business, how they treat their employees, and an expectation that our suppliers will comply with all applicable laws and regulations.

We have added these Vendor Partner Expectations to various contracts with our largest suppliers and distributors and are looking for ways to incorporate them into our contracts for additional selected vendors.

We are also focused on driving innovation, efficiency, and resiliency in our supply chain by collaborating with our suppliers to improve quality, enhance visibility, eliminate waste, create redundancy, and drive additional productivity in our operations.

Service Quality.

We believe that guest satisfaction and our ability to continually evaluate and improve the guest experience at each of our restaurants is important to our success.

We employ a team of service coaches whose function is to provide consistent, hands- on training and education to our managers and service staff in our domestic restaurants.

We employ a team of service coaches whose function is to provide consistent, hands- on training and education to our managers and service staff in all of our full-service domestic restaurants.

This training and education reinforces service quality, teamwork, responsible alcohol service, staff attentiveness and guest interactions in the dining room, as well as the implementation of new technologies and process changes.

Guest Satisfaction.

Through the use of guest surveys, our various websites including "texasroadhouse.com," "bubbas33.com" or "eatjaggers.com," a toll- free guest response telephone line, emails, letters, social media and personal interaction in the restaurant, we receive valuable feedback from guests.

We receive valuable feedback from our guests through the use of guest surveys, our various websites including "texasroadhouse.com," "bubbas33.com" or "eatjaggers.com," a toll- free guest response telephone line, tabletop kiosks in the restaurant, emails, letters, social media, and personal interaction in the restaurant.

We have implemented several programs to evaluate guest satisfaction, with particular attention given to food, beverage, and service quality, cleanliness, staff attitude and teamwork, and manager visibility and interaction.

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Our Bubba’s 33 restaurants feature walls lined with televisions playing a variety of sports events and music videos and are decorated with sports jerseys, neon signs, and other local flair.

Our fast-casual concept, Jaggers, offers both drive-thru and dining room service in a modern design featuring a contemporary exterior and a comfortable and inviting dining room.

Our fast-casual concept, Jaggers, offers both drive-thru

and dining room service in a modern design featuring a contemporary exterior and a comfortable and inviting dining room.

Management Personnel.

Each of our restaurants is generally staffed with one managing partner and a combination of operations, kitchen and service managers as well as assistant managers.

Each of our restaurants is generally staffed with one managing partner and a combination of operations managers, kitchen managers, service managers, and assistant managers.

Managing partners are single restaurant operators who have primary responsibility for the day-to- day operations of the entire restaurant.

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Service managers have primary responsibility for managing sections of the front of house staff and certain dining room, bar, and to-go operations including service quality and the guest experience.

Assistant managers support our managing partners, operations managers and kitchen and service managers.

All managers are responsible for maintaining our standards of quality and performance.

Assistant managers support our managing partners, operations managers, kitchen managers, and service managers in helping maintain our standards of quality and performance.

We use market partners to oversee the operation of our restaurants.

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Through regular visits to the restaurants, the market partners facilitate adherence to all aspects of our concepts, strategies, and standards of quality.

To further facilitate adherence to our standards of quality and to maximize uniform execution

throughout the system, we employ product coaches and service coaches who regularly visit the restaurants to assist in training of both new and existing employees and to grade food and service quality.

To further facilitate adherence to our standards of quality and to maximize uniform execution throughout the system, we employ product coaches and service coaches who regularly visit the restaurants to assist in training of both new and existing employees and to grade food and service quality.

The attentive service and high quality food, which results from each restaurant having a managing partner, at least two to four managers, and the hands-on assistance of a product coach and a service coach, are critical to our success.

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Our marketing strategy aims to promote our brands while retaining a localized focus.

We strive to increase comparable restaurant sales by increasing the frequency of visits by our current guests and attracting new guests to our restaurants and also by communicating and promoting our concepts’ food quality, the guest experience and value.

We accomplish these objectives through three major initiatives.

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Managing partners are encouraged to participate in creative, community- based marketing.

We also engage in a variety of promotional activities, such as contributing time, money and complimentary meals to charitable, civic and cultural programs.

We employ marketing coordinators at the restaurant and market level to develop and execute the majority of the local marketing strategies.

We also engage in a variety of promotional activities, such as contributing time, money, and complimentary meals to charitable, civic, and community events.

We employ marketing coordinators at the restaurant level and marketing coaches at the market level to develop and execute the majority of the local marketing strategies.

In-restaurant Marketing.

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Our restaurants do not rely on national television or print advertising to promote our brands.

Earned local media is a critical part of our strategy that features our products and people.

Earned local media is a critical part of our strategy that features our products and people in local television, print, and radio.

Our restaurants use a permission- based email loyalty program, as well as social media and digital marketing, to promote the brand and engage with our guests.

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This includes the introduction of branded food and retail products that are available for purchase online or in select retailers.

These products include non-royalty based food and accessories as well as licensing arrangements for certain non-alcoholic beverages.

These products include non-royalty based food and accessories as well as licensing arrangements for frozen rolls, honey cinnamon butter, steak sauces, steak seasonings, and certain non-alcoholic beverages.

Restaurant Franchise Arrangements

Franchise Restaurants.

As of December 26, 2023, we had 21 franchisees that operated 106 Texas Roadhouse and Jaggers restaurants in 20 states and ten foreign countries.

Domestically, franchise rights for our Texas Roadhouse restaurants are granted for specific restaurants only, as we have not granted any rights to develop a territory.

We are currently not accepting new domestic Texas Roadhouse franchisees.

Approximately 85% of our franchise restaurants are operated by ten franchisees and no franchisee operates more than 16 restaurants.

As of December 31, 2024, we had 22 franchisees that operated 118 Texas Roadhouse and Jaggers restaurants in 20 states, one U.S.

territory, and ten foreign countries.

Our standard Texas Roadhouse domestic franchise agreement has a term of ten years with two renewal options for an additional five years each if certain conditions are satisfied.

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In addition, domestic Texas Roadhouse franchisees are required to pay a percentage of gross sales to a national marketing fund for system-wide promotions and related efforts.

We have entered into area development and franchise agreements for the development and operation of Texas Roadhouse restaurants in several foreign countries and one U.S.

For the existing international agreements, the franchisee is generally required to pay us a development fee for our grant of development rights in the named countries, a franchise fee for each restaurant to be opened and royalties on the sales of each restaurant.

We have also entered into area development agreements for Jaggers, our fast-casual concept.

Currently, we have agreements in place that allow for the development and operation of restaurants in specific territories in Texas, Oklahoma, and North Carolina.

Domestically, franchise rights for our Texas Roadhouse restaurants are granted for specific restaurants only, as we have not entered into area development agreements with domestic Texas Roadhouse franchisees.

We are currently not accepting new domestic Texas Roadhouse franchisees.

Internationally, we have entered into area development and franchise agreements for the development and operation of Texas Roadhouse restaurants in several foreign countries and one U.S.

We have also entered into area development and franchise agreements for Jaggers, our fast-casual concept.

Our standard Jaggers domestic franchise agreement has a term of ten years with two renewal options for an additional five years each if certain conditions are satisfied.

Currently, we have area development agreements in place that allow for the development and operation of Jaggers restaurants both domestically and internationally.

As part of these agreements, the franchisees are required to pay us a development fee for our grant of development rights in the named territories, a franchise fee for each restaurant to be opened, and royalties based on a percentage of gross sales.

We opened our first two Jaggers franchise restaurants in 2023.

Our standard Texas Roadhouse and Jaggers domestic franchise agreements give us the right, but not the obligation, to compel a franchisee to transfer its interests to us based on pre-determined formulas included in our franchise agreements.

Any of our area development or franchise agreements, whether domestic or international, may be terminated if the franchisee defaults in the performance of any of its obligations under the development or franchise agreement, including its obligations to develop the territory or operate its restaurants in accordance with our standards and specifications.

Additionally, all of our Texas Roadhouse and Jaggers franchise agreements contain a pre-determined radius restriction prohibiting us from opening a competing restaurant within such radius.

Our area development or franchise agreements, whether domestic or international, may be terminated if the franchisee defaults in the performance of any of its obligations under the development or franchise agreement, including its obligations to develop the territory or operate its restaurants in accordance with our standards and specifications.

A franchise agreement may also be terminated if a franchisee becomes insolvent, fails to make its required payments, creates a threat to the public health or safety, ceases to operate the restaurant, or misuses our trademarks.

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In addition, we ensure that the building design is in compliance with our standards.

We provide training to the managing partner and up to three other managers of a franchisee’s first restaurant.

We provide training to a certain number of managers of a franchisee’s first restaurant.

We also provide trainers to assist in the opening of every domestic franchise restaurant and we provide trainers to assist our international franchisees in the opening of their restaurants until such time as they develop an approved restaurant opening training program.

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Reviews are conducted by seasoned operations teams and focus on key areas including health, safety, and execution proficiency.

Finally, we perform initial, annual, and/or periodic due diligence from a compliance perspective on certain franchisees based on a risk assessment and evaluation of the franchise partner.

Management Services.

We provide management services to certain domestic franchise restaurants, some in which we have an ownership interest and others in which we have no ownership interest.

Such management services may include accounting, operational supervision, human resources, training, and food, beverage and equipment consulting for which we receive monthly fees.

We also make available to these restaurants certain legal services, restaurant employees and employee benefits on a pass-through cost basis.

We provide administrative services to certain domestic Texas Roadhouse franchise restaurants, some in which we have an ownership interest and others in which we have no ownership interest.

Such administrative services may include accounting, tax, operational supervision, payroll, human resources, training, legal, and food, beverage, and equipment consulting for which we receive monthly fees.

We also make available to these restaurants certain restaurant employees and employee benefits on a pass-through cost basis.

Information Technology

All of our company restaurants utilize computerized management information systems, which are designed to improve operating efficiencies, provide restaurant and Support Center management with timely access to financial and

operating data and reduce administrative time and expense.

All of our company restaurants utilize management information systems, which are designed to improve operating efficiencies, provide restaurant and Support Center management with timely access to financial and operating data, and reduce administrative time and expense.

With our current information systems, we have the ability to query, report, and analyze this intelligent data on a daily, weekly, monthly, quarterly, and year-to-date basis and beyond, on a company- wide, concept, regional, market, or individual restaurant basis.

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We have implemented extensive detective and preventative controls designed to ensure the appropriate level of protection for the confidentiality, integrity, and availability of data stored on or transferred through our information technology resources.

Additionally, we guard against business interruption by maintaining a disaster recovery plan, which includes, among other things, storing critical business information off-site, maintaining a redundant data center, testing the disaster recovery plan and providing on-site power backup.

We guard against business interruption by maintaining a disaster recovery plan, which includes, among other things, storing critical business information off-site, maintaining a redundant data center, testing the disaster recovery plan, and providing on- site power backup.

Additionally, we use a risk-based approach to create and implement a detailed set of information security policies and procedures to protect against cybersecurity threats.

In addition to cash, we accept credit cards, debit cards, and gift cards as payment at our restaurants.

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We have made several digital enhancements to improve the guest experience and better support increased volumes at our restaurants.

These enhancements include a new, fully customized digital experience that allows our guests to get on the waitlist or place an order for pickup or curbside service.

The new digital experience also has added gift card and payment functionality.

These enhancements include a fully customized digital experience that allows our guests to get on the waitlist or place an order for pickup or curbside service and has gift card and payment functionality.

We have also implemented texting systems which allows our dine-in guests to wait outside or in their cars and has improved the to-go experience.

In addition, we have implemented systems that enable touchless menus and contactless payments, providing a smoother guest checkout experience and enhanced turnaround times.

Finally, we have started implementing digital display systems in our kitchens that increase kitchen efficiency, allow us to handle increased volumes and enhance the employee experience.

Finally, we have implemented digital display

systems in our kitchens that increase kitchen efficiency, allow us to handle increased volumes, and enhance the employee experience.

We have installed this system in nearly half of our domestic restaurants with plans to expand to all domestic restaurants in 2025.

Additionally, in 2024, we implemented a new human capital management system.

This system is an integrated, cloud solution that provides enhanced recruiting, onboarding, time management, absence management, and payroll solutions.

We believe that our current systems and practice of implementing regular updates will position us well to support our current needs and future growth.

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We expect intense competition to continue across all aspects of the restaurant industry.

Our registered trademarks and service marks include, among others, our trade names and logos and proprietary rights related to certain core menu offerings.

We have registered all of our significant marks for our restaurants with the United States Patent and Trademark Office.

We have registered or have registrations pending for our most significant

trademarks and service marks in multiple foreign jurisdictions.

To better protect our brands, we have also registered various Internet domain names.

We believe that our trademarks, service marks and other proprietary rights have significant value and are important to our brand-building efforts and the marketing of our restaurant concepts.

We derive significant value from the ownership and use of our trademarks, service marks, trade dress, and other intellectual property rights.

We rely on these to market our concepts to consumers, distinguish our brands from other restaurant concepts, establish our unique brands, and prevent consumer confusion with other restaurant concepts.

Accordingly, we have implemented processes to monitor our registrations and identify any infringement of our intellectual property rights.

Our registered trademarks and service marks include, among others, our trade names and logos related to certain core menu offerings.

We have registered all of our significant domestic marks for our restaurants with the United States Patent and Trademark Office.

We have registered or have registrations pending for our most significant trademarks and service marks in multiple foreign jurisdictions and have registered or have registrations pending on certain trademarks and service marks for different classifications relating to our retail initiatives.

We have also registered various Internet domain names.

Government Regulation

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For a discussion of the risks and potential impact on our business of a failure by us to comply with applicable laws and regulations, see Item 1A, Risk Factors.

Each of our restaurants is subject to permitting and licensing requirements and regulations by a number of government authorities, which may include, among others, alcoholic beverage control, health and safety, sanitation, labor, zoning and public safety agencies in the state and/or municipality in which each restaurant is located.

Each of our restaurants is subject to permitting and licensing requirements and regulations by a number of government authorities, which may include, among others, alcoholic beverage control, health and safety, sanitation, labor, use of packaging and materials, zoning, and public safety agencies in the state and/or municipality in which each restaurant is located.

The development and operation of restaurants depends on selecting and acquiring suitable sites that satisfy our financial targets, which are subject to zoning, land use, environmental, traffic, and other regulations.

In addition to domestic regulations, our international business exposes us to additional regulations, including antitrust and tax requirements, anti-boycott legislation, import/export and customs regulations and other international trade regulations, the USA Patriot Act and the Foreign Corrupt Practices Act.

We are also subject to laws and regulations relating to the preparation and sale of food, including regulations regarding product safety, nutritional content, and menu labeling.

In order to serve alcoholic beverages in our restaurants, we must comply with alcoholic beverage control regulations which require each of our restaurants to apply to a state authority, and, in certain locations, county or municipal authorities, for a license or permit to sell alcoholic beverages on the premises.

municipal authorities, for a license or permit to sell alcoholic beverages at our restaurants.

These licenses or permits must be renewed annually and may be revoked or suspended for cause at any time.

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Consistent with industry standards, we focus on responsible alcohol service training and carry liquor liability coverage as part of our existing comprehensive general liability insurance as well as excess umbrella coverage.

Our restaurant operations are also subject to federal and state labor laws governing such matters as minimum and tipped wage requirements, overtime pay, health benefits, unemployment taxes, workers’ compensation, work eligibility requirements, working conditions, safety standards and hiring and employment practices.

Additionally, and as part of our enterprise risk management program, we have a cross-functional risk subcommittee focused solely on responsible alcohol service.

Our restaurant operations are also subject to federal and state wage and hour laws and regulations governing such matters as minimum wage and overtime, meal and rest breaks, proper exempt classification, child labor, paying for all hours worked (including overtime), and proper handling of tips.

A significant number of our hourly restaurant personnel receive tips as part of their compensation and are paid at or above a minimum wage rate after giving effect to applicable tips.

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We base our FICA tax reporting on the disclosures provided to us by our tipped employees.

Our facilities must comply with the applicable requirements of the Americans with Disabilities Act of 1990 ("ADA") and related state accessibility statutes.

Under the ADA and related state laws, we must provide equivalent service to disabled persons and make reasonable accommodation for their employment.

In addition, when constructing or undertaking remodeling of our restaurants, we must make those facilities accessible.

We are subject to laws relating to information security, privacy, cashless payments and consumer credit protection and fraud.

Since 2002, we have had a Tip Rate Alternative Commitment agreement with the Internal Revenue Service.

By complying with educational and other requirements of the agreement, we reduce the likelihood of potential employer-only FICA assessments for unreported or underreported tips.

Our restaurants are also subject to other federal and state labor laws and regulations governing such matters as health benefits, leaves of absence, unemployment taxes, workers’ compensation, work authorization and eligibility requirements, working conditions, safety standards, equal employment opportunities, anti-discrimination and harassment, reasonable accommodation, and other similar legal requirements.

Our restaurants must comply with the applicable requirements of the Americans with Disabilities Act of 1990 ("ADA") and related state accessibility statutes.

Under the ADA and related state laws, we must provide equal access to our goods and services to disabled guests.

In addition, when constructing or undertaking remodeling of our restaurants, we must comply with the applicable ADA Standards for Accessible Design.

We are subject to laws relating to information security, data privacy, cashless payments, and consumer credit protection and fraud.

An increasing number of governments and industry groups worldwide have established data privacy laws and standards for the protection of personal information, including social security numbers, financial information (including credit and debit card numbers), and health information.

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Our business relies on our ability to attract and retain talented employees.

To attract and retain talent, we strive to maintain our people-first culture through shared core values, a performance-based compensation program supported by competitive benefits and health programs with opportunities for our employees to grow and develop in their careers.

Additionally, we believe that diversity and inclusion are vital parts of our culture and what truly makes us legendary.

We value and welcome employees of all walks of life to share their talents, gifts and strengths while working in our restaurants and the Support Center, as we strive to reflect the communities we are proud to serve.

As a result, we are committed to attracting, retaining, engaging and developing a workforce that mirrors the diversity of our guests and is committed to upholding our shared values.

To attract and retain talent, we cast a wide net, sourcing qualified candidates through multiple channels, and maintain our People-First culture through shared core values and a performance-based compensation program supported by competitive benefits and health programs.

Further, our training and development programs are designed to provide our employees with ample opportunities to grow and develop in their careers.

Additionally, we believe that diversity of talent and experience and inclusion of all Roadies is what makes us truly Legendary.

We value and welcome employees of all walks of life to share their gifts, strengths, voices, talents, and inspiration with us while working in our restaurants and Support Center, as we strive to reflect the communities we are

proud to serve.

We are passionate about treating everyone with respect, appreciation, and fairness every day to ensure that we remain a legendary place to work.

As a result, we are committed to attracting, retaining, engaging, recognizing, and developing a workforce that mirrors the diversity of our guests and is committed to upholding our shared values.

The table below shows the gender and racial and ethnic diversity of our employees as of December 31, 2024:

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Maintaining our Culture and Core Values.

In our restaurants and at our Support Center, we are committed to our shared "Core Values of Passion, Partnership, Integrity, and Fun…all with Purpose".

In our restaurants and at our Support Center, we are committed to our shared "Core Values of Passion, Partnership, Integrity, and Fun with Purpose".

These Core Values form the foundation of who we are as a company and how we interact with respect, appreciation, and fairness towards one another every day.

Performance-based Compensation and Benefits .

We support our employees by offering competitive wages and benefits for eligible employees.

In addition to salaries, these programs (which vary by employee level) include, among other items, bonuses, stock awards, retirement savings plans with employer matching contributions, healthcare and insurance benefits, health savings and flexible spending accounts, tuition reimbursement, paid time off, paid parental leave and various employee assistance programs.

We also offer a performance- based compensation program to our managing partners and market partners.

We offer a performance- based compensation program to our managing partners and market partners.

Each of these positions earn a base salary plus a performance bonus, which represents a percentage of each of their respective restaurant’s pre- tax income.

We also support our employees by offering competitive wages and benefits for eligible employees.

Personal Development.

We motivate and develop our employees by providing them with opportunities for increased responsibilities and advancement.

We provide numerous training opportunities for our employees, with a focus on continuous learning and development.

As a part of our overall People-First strategy, we are committed to providing training and development opportunities through a variety of in-person and virtual programs and classes that are offered to restaurant employees, operators, and Support Center employees, all of which are designed to give employees at all levels the tools to succeed at their current job as well as opportunities for continuous learning, networking, growth, and development.

With thousands of leadership positions across our restaurants, we provide a pathway and training for thousands of individuals across the country to advance from entry-level jobs into management roles.

In addition, our geographic footprint often allows us to offer our restaurant team members relocation options at similar roles due to personal circumstances.

Employee Engagement.

We value the diverse thoughts, opinions, and feedback from our employees at all levels across the Company, which means engaging and listening as a management team to what our employees have to say.

We take an expansive and strategic approach to the manner in which we solicit and receive feedback utilizing a variety of methods from in-person focus groups to large-scale surveys.

Through this employee engagement, we believe these listening sessions and tools allow us a better opportunity to constructively engage with and understand our employees’ strengths, opportunities, and challenges as we continue to work to evaluate and develop ways to leverage or address opportunities in our business.

Health and Safety.

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Andy’s Outreach .

Founded in 2005, Andy’s Outreach is a non-profit, tax-exempt organization whose mission is to provide financial support to employees of Texas Roadhouse and their families in times of severe hardship or crisis and in

cases of tragic or catastrophic need.

Andy’s Outreach is mainly funded by the support of Texas Roadhouse employees through payroll contributions, a domestic franchise store that is owned by Andy’s Outreach, and other fundraising efforts.

Since its inception, Andy’s Outreach has assisted over 24,000 employees and distributed over $30 million.

Additional information about our People-First initiatives is available through our website at www.texasroadhouse.com, under the investors section.

Corporate Sustainability

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Website Access to Reports

We make our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and amendments to those reports, filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, available, free of charge on or through our website, www.texasroadhouse.com, as soon as reasonably practical after we electronically file such material with, or furnish it to, the Securities and Exchange Commission ("SEC").

The SEC maintains an internet site at www.sec.gov that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC.

We make our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and amendments to those reports, filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act, available, free of charge on or through our website, www.texasroadhouse.com, as soon as reasonably practical after we electronically file such material with, or furnish it to, the Securities and Exchange Commission ("SEC").

The SEC maintains a website at www.sec.gov that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC.

Information about our Executive Officers

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Chief Communications Officer

Morgan was appointed Chief Executive Officer in March 2021.

Morgan joined Texas Roadhouse in 1997, during which time he has held the positions of Managing Partner, Market Partner and Regional Market Partner.

Morgan also served as President from December 2020 to January 2023.

Morgan has more than 35 years of restaurant management experience with Texas Roadhouse, Bennigan’s Restaurants and Burger King.

Tobin was appointed President in January 2023.

Tobin joined Texas Roadhouse in 1996, during which time she has held the positions of Managing Partner, Market Partner, Vice President of Training and served as Chief Learning and Culture Officer from June 2021 through her appointment as President.

Tobin has more than 30 years of restaurant management experience.

Morgan is Chief Executive Officer of the Company, having been appointed to this position in March 2021.

Morgan joined the Company in 1997, during which time he has held the positions of Managing Partner, Market Partner, and Regional Market Partner.

Morgan also previously served as President from December 2020 until Ms.

Tobin’s appointment to President in January 2023.

Morgan has nearly 40 years of restaurant management experience with Texas Roadhouse, Bennigan’s Restaurants, and Burger King.

Tobin is President of the Company, having been appointed to this position in January 2023.

Tobin previously served as the Company’s Chief Learning and Culture Officer, a position she held from June 2021 through her appointment to President.

Tobin joined the Company in 1996, during which time she has held the positions of Managing Partner, Market Partner, and Vice President of Training.

Tobin has nearly 40 years of restaurant industry experience.

Christopher C.

Colson was appointed Chief Legal and Administrative Officer in January 2023 and Corporate Secretary in August 2019.

Colson joined Texas Roadhouse in 2005, during which time he has held the positions of Senior Counsel, Associate General Counsel, Executive Director of the Global Development Group, and General Counsel, a position he held from March 2021 through his appointment as Chief Legal and Administrative Officer.

Colson has over 20 years of restaurant industry experience with Texas Roadhouse, Frost Brown Todd (serving as outside counsel to Texas Roadhouse), YUM!

Brands and KPMG.

Mujica was appointed Chief Technology Officer in January 2023.

Mujica joined Texas Roadhouse in January 2012 as Vice President of Information Technology and then Chief Information Officer, a position he held from March 2021 through his appointment as Chief Technology Officer.

Prior to joining Texas

Roadhouse, Mr.

Colson is Chief Legal and Administrative Officer and Corporate Secretary of the Company, having been appointed to Chief Legal and Administrative Officer in January 2023 and Corporate Secretary in August 2019.

Colson previously served as the Company’s General Counsel, a position he held from March 2021 through his appointment to Chief Legal and Administrative Officer.

Colson joined the Company in 2005, during which time he has held the positions of Senior Counsel, Associate General Counsel, and Executive Director of the Global Development Group.

Colson has over 20 years of restaurant industry experience with Texas Roadhouse, Frost Brown Todd (serving as outside counsel to the Company), YUM!

Brands, and as assurance staff at KPMG.

Mujica is Chief Technology Officer of the Company, having been appointed to this position in January 2023.

Mujica had been previously designated Chief Information Officer, an executive officer position that he held from June 2021 through his appointment to Chief Technology Officer.

Mujica joined the Company in 2012 as Vice President of Information Technology and was subsequently promoted to Chief Information Officer.

Prior to joining the Company, Mr.

Mujica held senior management positions at The Home Depot and Arthur Andersen.

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Christopher Monroe.

Monroe was appointed Chief Financial Officer in June 2023 when he joined Texas Roadhouse.

Prior to joining Texas Roadhouse, Mr.

Monroe held various senior level financial positions, most recently as Senior Vice President of Finance and Treasurer, at Southwest Airlines.

Monroe has over 30 years of financial experience.

Doster was appointed Chief Communications Officer in November 2023.

Doster joined Texas Roadhouse in 2006 as the Director, then Senior Director and Vice President of Communications, a position he held from 2018 through his appointment as Chief Communications Officer.

Prior to joining Texas Roadhouse, Mr.

Doster held a senior management position at FSA Public Relations where he provided services for national clients including Jimmy John’s, Qdoba and Cameron Mitchell Restaurants.

Monroe is Chief Financial Officer of the Company, having been appointed to this position in June 2023 upon joining the Company.

In this role, Mr.

Monroe is responsible for overseeing the Company’s accounting, financial reporting, investor relations, tax, treasury, internal audit, and finance functions, as well as serving as the Company’s principal financial officer.

Prior to joining the Company, Mr.

Monroe served in various positions at Southwest Airlines, including Director of Corporate Finance, Assistant Treasurer, and Vice President Treasurer, until his promotion in 2017 to Senior Vice President of Finance and Treasurer.

As Senior Vice President of Finance and Treasurer, he oversaw the overall capital strategy, planning, and structure for Southwest Airlines with responsibility for corporate insurance and risk management, as well as supply chain management and corporate sustainability.

Monroe has over 35 years of finance experience.

Doster is Chief Communications Officer of the Company, having been appointed to this position in November 2023.

In this role, he is responsible for leading the Company’s communications, marketing, events, public affairs, government relations, and corporate sustainability functions.

Doster joined the Company in 2006, as the Director, then Senior Director, of Communications where he served until his promotion to Vice President of Communications in 2018.

Prior to joining the Company, Mr.

Doster was a Vice President at FSA Public Relations, where he and his staff provided a number of services, including public relations, crisis management, and issues management, for national clients, including, Jimmy John’s Gourmet Sandwich Shops, Qdoba Mexican Grill, and Cameron Mitchell Restaurants.

Doster has over 30 years of media, public relations, and industry experience.

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.

What changed 10-K

Item 1. Business