Filing Analysis
Red Robin Gourmet Burgers, Inc. filed an 8-K to announce its selected financial results for the fiscal second quarter ended July 12, 2026.
📋 Key Facts
- The filing relates to the fiscal second quarter ended July 12, 2026.
- The company issued a press release on August 12, 2026, containing selected financial results (Exhibit 99.1).
- The report was signed by Mark Graff, Chief Financial Officer and Principal Accounting Officer.
Red Robin Gourmet Burgers, Inc. announced the appointment of Michael Kappitt to its Board of Directors, increasing the board size from seven to eight members. Mr. Kappitt is an independent director with significant leadership experience at Subway and Bloomin’ Brands.
📋 Key Facts
- Board size increased from 7 to 8 members.
- Michael Kappitt appointed as a director effective July 24, 2026.
- Kappitt previously served as Chief Operating and Insights Officer at Subway (March 2020 – August 2025).
- Kappitt previously held leadership roles at Bloomin’ Brands, Inc., including President of Carrabba’s Italian Grill.
- The appointment is for an independent director role; he will not serve on any committees at this time.
Red Robin Gourmet Burgers, Inc. announced the appointment of Michael Kappitt to its Board of Directors, increasing the board size from seven to eight members. Mr. Kappitt is an experienced restaurant industry executive currently serving as Chief Operating and Insights Officer at Subway.
📋 Key Facts
- Board size increased from 7 to 8 members.
- Michael Kappitt appointed effective July 24, 2026.
- Mr. Kappitt is an independent director under Nasdaq listing standards.
- Current role: Chief Operating and Insights Officer at Subway (since March 2020).
- Previous experience includes leadership roles at Bloomin’ Brands, Inc., including President of Carrabba’s Italian Grill.
Red Robin Gourmet Burgers, Inc. has entered into two Asset Purchase Agreements to sell a total of 86 company-owned restaurants to Op Burgers, LLC and Kuber (Oregon and Washington LLCs). The company intends to convert these locations into franchised restaurants and use the total cash proceeds of $72.5 million to reduce outstanding debt.
🚩 Red Flags
- The company is explicitly selling off company-owned assets to pay down debt, which may indicate liquidity pressure.
- Cautionary statements highlight risks regarding the 'ability to service debt and comply with credit facility covenants'.
📋 Key Facts
- Sale of 69 restaurants to Op Burgers, LLC for $62.5 million in cash (Target close: July 17, 2026).
- Sale of 17 restaurants to Kuber Oregon, LLC and Kuber Washington, LLC for $10.0 million in cash (Target close: August 28, 2026).
- Total aggregate cash proceeds: $72.5 million.
- Proceeds are specifically earmarked to reduce outstanding indebtedness.
- Post-closing, all 86 locations will operate as franchised Red Robin locations under long-term agreements.
Red Robin Gourmet Burgers, Inc. has entered into an Asset Purchase Agreement to sell 30 company-owned restaurants in Washington and Idaho to Evergreen Dining LLC for $23.5 million in cash. The proceeds are intended to be used to reduce outstanding indebtedness.
🚩 Red Flags
- The company's intent to use proceeds specifically to reduce indebtedness suggests potential liquidity or debt pressure
- Transaction is subject to multiple conditions including landlord and lender consents
📋 Key Facts
- Sale of 30 company-owned restaurants in Washington and Idaho
- Aggregate purchase price of $23.5 million in cash
- Buyer is Evergreen Dining LLC
- Target completion date: August 21, 2026; outside closing date: October 2, 2026
- Restaurants will transition to franchised locations upon closing
- Proceeds will be used to pay down debt
Red Robin Gourmet Burgers, Inc. issued a press release on May 19, 2026, disclosing selected financial results for its fiscal first quarter ended April 19, 2026.
🚩 Red Flags
- The signing officer holds an 'Interim' title (Interim Principal Financial Officer and Interim Principal Accounting Officer), indicating temporary leadership in the finance department.
📋 Key Facts
- Disclosed selected financial results for the fiscal first quarter ended April 19, 2026 under Item 2.02.
- The press release was filed as Exhibit 99.1 to the Form 8-K.
- The filing was signed by Christopher Meyer in his capacity as Interim Principal Financial Officer and Interim Principal Accounting Officer.
Red Robin Gourmet Burgers, Inc. reported the results of its annual meeting of stockholders held on May 14, 2026. Shareholders elected seven directors, approved executive compensation, increased authorized shares for the Employee Stock Purchase Plan, and ratified the company's independent auditor.
🚩 Red Flags
- The filing was signed by Christopher Meyer in the capacity of 'Interim Principal Financial Officer and Interim Principal Accounting Officer', indicating a lack of permanent leadership in the finance department.
📋 Key Facts
- Approximately 80.66% of the 18,135,330 outstanding shares were represented at the meeting.
- Seven directors (Anthony Ackil, Steven Lumpkin, Christopher Martin, David Pace, James Pappas, Nicole Miller Regan, and Anddria Varnado) were elected to one-year terms with support ranging from 91.95% to 97.60%.
- The advisory vote on executive compensation passed with 84.61% of votes cast in favor.
- An amendment to the Amended and Restated Employee Stock Purchase Plan to increase authorized shares was approved with 95.74% support.
- Deloitte & Touche LLP was ratified as the independent auditor for fiscal year 2026 with 98.39% support.
Sarah A. Mussetter resigned as Chief Legal Officer and Secretary of Red Robin Gourmet Burgers, Inc. on April 27, 2026, with an effective date of May 15, 2026. She will assist in the transition of her responsibilities until her departure.
🚩 Red Flags
- Short notice period of approximately 18 days between notification and departure.
- The document is signed by an 'Interim' CFO, suggesting existing leadership instability or ongoing executive turnover.
📋 Key Facts
- Resignation of Sarah A. Mussetter as Chief Legal Officer and Secretary notified on April 27, 2026.
- Effective date of resignation is May 15, 2026.
- The filing was signed by Christopher Meyer, acting as Interim Chief Financial Officer.
Red Robin Gourmet Burgers has appointed Mark Graff as its new Chief Financial Officer, effective May 4, 2026, replacing interim CFO Christopher Meyer. Mr. Graff joins from Bloomin' Brands, where he previously managed a $900 million business segment.
📋 Key Facts
- Mark Graff appointed as CFO effective May 4, 2026, and will become principal financial officer on May 31, 2026.
- Interim CFO Christopher Meyer's independent contractor agreement expires on May 31, 2026.
- Mr. Graff's compensation includes a $500,000 annual base salary and a target bonus of 75% of base salary.
- Mr. Graff will receive an equity inducement award with a target value of 120% of his base salary for the 2026 fiscal year.
- Mr. Graff previously served as President of Bonefish Grill and Fine Dining at Bloomin' Brands, Inc. from 2023 to 2025.
Red Robin Gourmet Burgers, Inc. reported its financial results for the fourth quarter and fiscal year ended December 28, 2025, via a press release. The filing serves as a standard quarterly earnings disclosure.
🚩 Red Flags
- The company is currently utilizing an Interim Chief Financial Officer, which may indicate executive turnover or an ongoing search for permanent leadership
📋 Key Facts
- Financial results cover the fiscal fourth quarter and full year ended December 28, 2025
- The report was filed under Item 2.02 (Results of Operations and Financial Condition)
- The filing was signed by Christopher Meyer, acting as Interim Chief Financial Officer
Red Robin Gourmet Burgers, Inc. has amended its existing Cooperation Agreement with investor parties (JCP and Jumana Parties). The amendment involves the re-nomination of two directors to the Board and a planned reduction in Board size.
🚩 Red Flags
- Ongoing board restructuring/governance disputes indicated by the existence of a 'Cooperation Agreement' with investor parties.
- Board size reduction suggests significant shifts in corporate governance or pressure from activist investors.
📋 Key Facts
- Amended Cooperation Agreement dated February 13, 2026.
- James C. Pappas and Christopher Martin are re-nominated for re-election at the 2026 Annual Meeting of Stockholders.
- Mr. Pappas will be appointed Chair of the Finance Committee following the 2026 Annual Meeting.
- The Board intends to reduce its size to eight (8) directors until the expiration of the Cooperation Period.
- Investor Parties remain subject to standstill and voting commitments.
Red Robin Gourmet Burgers, Inc. announced the appointment of Christopher Meyer as Interim Chief Financial Officer, effective December 1, 2025. This follows the previously announced departure of Todd Wilson, who will exit his roles as CFO and Principal Accounting Officer on December 12, 2025.
🚩 Red Flags
- Sudden leadership transition in the finance department (Interim appointment).
- Departure of existing CFO Todd Wilson.
📋 Key Facts
- Christopher Meyer appointed as Interim CFO/Principal Financial Officer effective Dec 1, 2025.
- Todd Wilson to depart from CFO and Principal Accounting Officer roles on Dec 12, 2025.
- Meyer's interim term is set to expire May 31, 2026, unless extended or terminated earlier.
- Compensation for Meyer: $20,000 per week as an independent contractor.
- Meyer brings significant industry experience from Bloomin’ Brands, Inc. (EVP/CFO).
Red Robin Gourmet Burgers, Inc. has issued an 8-K to announce the release of its financial results for the fiscal third quarter ended October 5, 2025.
📋 Key Facts
- The filing reports on selected financial results for the fiscal third quarter ended October 5, 2025.
- A press release containing the detailed financial results was issued on November 10, 2025 (Exhibit 99.1).
- The report was signed by Todd Wilson, Chief Financial Officer.
Red Robin Gourmet Burgers, Inc. entered into an 'at-the-market' (ATM) distribution agreement with Evercore Group L.L.C. to facilitate the potential sale of up to $40.0 million in common stock.
🚩 Red Flags
- Potential for significant shareholder dilution due to the $40 million equity issuance capacity.
- ATM offerings are often used by companies to raise immediate liquidity, which can signal a need for working capital.
📋 Key Facts
- Entered into a Distribution Agreement with Evercore Group L.L.C. on November 10, 2025.
- The agreement allows for the offering and sale of up to $40.0 million in aggregate value of common stock.
- Evercore will receive a commission of up to 3% of the gross sales price per share sold.
- Sales will be conducted via an 'at the market' (ATM) offering under Rule 415(a)(4).
- The offering is based on an existing S-3 registration statement declared effective on July 5, 2024.
Red Robin Gourmet Burgers, Inc. announced the resignation of CFO Todd Wilson and the appointment of Jesse Griffith as Chief Operations Officer. The company also released preliminary unaudited financial results for the third fiscal quarter of 2025.
🚩 Red Flags
- Unexpected departure of the Chief Financial Officer (CFO), even if stated as non-dispute related.
- Simultaneous announcement of preliminary earnings and executive leadership changes can create volatility.
📋 Key Facts
- CFO Todd Wilson resigned on October 30, 2025; departure effective December 12, 2025.
- The company stated Wilson's resignation is not due to any disagreement regarding operations, policies, or practices.
- Jesse Griffith appointed as Chief Operations Officer (COO) effective immediately.
- Griffith's compensation includes a $425,000 base salary and a target annual bonus of 65% of base salary.
- Preliminary unaudited Q3 2025 financial results were released via press release on November 5, 2025.
Red Robin Gourmet Burgers, Inc. announced the resignation of its Chief Accounting Officer, Robyn Arnell Brenden, effective October 17, 2025. CFO Todd Wilson will assume the role of principal accounting officer upon her departure.
🚩 Red Flags
- Unexpected departure of a key financial officer (Chief Accounting Officer).
📋 Key Facts
- Robyn Arnell Brenden resigned as Chief Accounting Officer on September 29, 2025.
- The resignation is effective October 17, 2025.
- Todd Wilson (CFO) will assume the responsibilities of principal accounting officer immediately following her departure.
- Ms. Arnell Brenden will assist in the transition of her responsibilities until her departure date.
Red Robin Gourmet Burgers, Inc. announced the departure of its Chief People Officer, Meghan Spuler, effective August 20, 2025. The company has entered into a severance agreement providing for salary and benefits over a twelve-month period.
🚩 Red Flags
- Departure of a C-suite executive (Chief People Officer).
📋 Key Facts
- Meghan Spuler departed as Chief People Officer on August 20, 2025.
- Severance includes $375,000 in cash (equivalent to 12 months of base salary) paid over 12 months.
- Executive will receive a pro rata portion of the 2025 annual bonus based on actual performance.
- The company will pay 12 months of COBRA healthcare premiums for the Executive and dependents.
- All outstanding unvested restricted stock units (RSUs) and performance stock units (PSUs) are forfeited.
- Severance is subject to a waiver and release of claims, non-compete, non-solicitation, and non-disparagement covenants.
Red Robin Gourmet Burgers, Inc. announced the departure of its Chief People Officer, Meghan Spuler, effective August 20, 2025.
🚩 Red Flags
- Departure of a C-suite executive (Chief People Officer) can sometimes signal internal culture or management shifts, though common in mid-cap companies.
📋 Key Facts
- Meghan Spuler departed from her role as Chief People Officer on August 20, 2025.
- No new compensatory arrangement has been entered into as of the filing date.
- The Company expects to enter into a severance agreement with Ms. Spuler; terms will be disclosed in a future amendment.
Red Robin Gourmet Burgers, Inc. filed an 8-K to announce the release of its selected financial results for the fiscal second quarter ended July 13, 2025.
📋 Key Facts
- The filing relates to the fiscal second quarter ended July 13, 2025.
- Financial results were announced via a press release dated August 13, 2025.
- The report was signed by Todd Wilson, Chief Financial Officer.
Red Robin Gourmet Burgers, Inc. issued a press release announcing its selected financial results for the fiscal second quarter ended July 13, 2025.
📋 Key Facts
- Reporting of fiscal second quarter results for the period ended July 13, 2025.
- The filing was made on July 14, 2025.
- Financial results were released via press release (Exhibit 99.1).
Red Robin Gourmet Burgers, Inc. has filed an 8-K to announce its selected financial results for the fiscal first quarter ended April 20, 2025.
📋 Key Facts
- Report date: May 29, 2025
- Fiscal period covered: First quarter ended April 20, 2025
- The filing includes a press release (Exhibit 99.1) detailing selected financial results.
- Signed by Todd Wilson, Chief Financial Officer.
Red Robin Gourmet Burgers, Inc. held its annual meeting of stockholders on May 22, 2025. While directors were elected and the auditor was ratified, shareholders rejected two significant proposals regarding corporate governance amendments.
🚩 Red Flags
- Shareholders rejected proposals to amend the Certificate of Incorporation regarding officer exculpation and supermajority voting requirements, indicating potential investor dissatisfaction with current corporate governance structures.
📋 Key Facts
- Annual meeting held on May 22, 2025.
- Quorum reached with 13,682,200 shares (77.65% of outstanding) present or represented by proxy.
- All nine nominated directors were elected to one-year terms.
- Say-on-pay advisory vote on executive compensation passed with 91.85% approval.
- Deloitte & Touche LLP was ratified as the independent auditor for fiscal year 2025 with 95.13% approval.
- Proposal to amend Certificate of Incorporation for officer exculpation failed (48.51% in favor, below majority requirement).
- Proposal to eliminate supermajority vote requirements failed (51.71% in favor, below 66 2/3 requirement).
Red Robin Gourmet Burgers, Inc. announced a leadership transition effective April 24, 2025, appointing David A. Pace as President and CEO to replace G.J. Hart. The outgoing CEO will serve as a senior advisor until September 24, 2025.
🚩 Red Flags
- Significant cash outflow for outgoing CEO transition ($1.8M + pro-rata bonus).
- Succession plan involves a 'Completion Bonus' for the new CEO if he assists in finding his own successor, which can create misaligned incentives.
📋 Key Facts
- David A. Pace appointed President and CEO effective April 24, 2025; he was previously Chairman of the Board.
- G.J. Hart departs as CEO and from the Board; will serve as senior advisor until September 24, 2025.
- New CEO compensation includes $750,000 annual base salary and a target bonus of 200% ($1,125,000).
- CEO Pace to receive 750,000 RSUs (vesting over 3 years) and 900,000 performance-based RSUs.
- Outgoing CEO Hart to receive $1,800,000 in severance/transition payments plus a pro-rata 2025 bonus.
- Board size reduced from ten to nine directors following the departure.
Red Robin Gourmet Burgers, Inc. announced the departure of its Chief Marketing Officer (CMO), Kevin Mayer, effective February 11, 2025. The company has entered into a severance agreement with the departing executive.
🚩 Red Flags
- Departure of a C-suite executive (CMO) can sometimes signal internal shifts or strategic changes, though not inherently negative without further context.
📋 Key Facts
- Kevin Mayer departed as Chief Marketing Officer on February 11, 2025.
- Severance includes $425,000 (equivalent to 12 months of base salary) paid in installments over 12 months.
- Executive will receive a pro rata portion of the 2025 annual bonus based on performance through the date of separation.
- A lump-sum payment of $10,000 is provided for upcoming vesting of time-based RSUs.
- The executive forfeits all outstanding unvested restricted stock units (RSUs) and performance stock units (PSUs).
- Severance is subject to a waiver/release of claims and restrictive covenants including non-solicitation of employees and suppliers for 12 months.
Red Robin Gourmet Burgers, Inc. filed an 8-K to announce its selected financial results for the fiscal fourth quarter and full fiscal year ended December 29, 2024.
📋 Key Facts
- Reporting period: Fiscal fourth quarter and fiscal year ended December 29, 2024.
- Filing date: February 26, 2025.
- The filing serves to incorporate a press release (Exhibit 99.1) regarding financial performance.
Red Robin Gourmet Burgers, Inc. announced the departure of its Chief Marketing Officer, Kevin Mayer, effective February 11, 2025.
🚩 Red Flags
- Sudden departure of a C-suite officer (CMO) without an immediate successor named.
📋 Key Facts
- Kevin Mayer departed from his role as Chief Marketing Officer on February 11, 2025.
- No new compensatory arrangement has been entered into at the time of filing.
- The Company expects to enter into a severance agreement with Mr. Mayer; terms will be disclosed in a future amendment.
Red Robin Gourmet Burgers, Inc. issued a press release containing preliminary unaudited financial results for the fourth fiscal quarter of 2024.
📋 Key Facts
- The filing pertains to the fourth fiscal quarter of 2024.
- Results are described as 'preliminary' and 'unaudited'.
- The announcement was made via press release on January 13, 2025.
Red Robin Gourmet Burgers entered into a cooperation agreement with investor parties, resulting in the appointment of two new directors and an expansion of the Board. Simultaneously, the company launched a private placement of 1,600,909 shares at $5.19 per share to raise approximately $8.3 million for debt repayment and general corporate expenses.
🚩 Red Flags
- Significant dilution: Issuance of ~1.6M shares in a private placement.
- Need for liquidity: Proceeds specifically earmarked for 'repaying indebtedness'.
- Board takeover/intervention: The Cooperation Agreement effectively grants investors control over board nominations and size limits until 2026/2027.
- Potential for activist-driven volatility due to the new director appointments and standstill agreements.
📋 Key Facts
- Entered into a Cooperation Agreement with JCP Parties and Jumana Parties (Investor Parties) on Dec 3, 2024.
- Board size increased from eight to ten directors to accommodate new appointments.
- James C. Pappas and Christopher Martin appointed as new directors; both will serve on the Finance Committee.
- Private placement of 1,600,909 common shares at $5.19 per share.
- Expected gross proceeds from equity sale: ~$8.3 million.
- Use of proceeds: Repay indebtedness and general corporate expenses.
- Post-offering outstanding shares expected to be approximately 17,387,048.
- Investor Parties granted standstill restrictions and voting commitments subject to a Minimum Ownership Threshold (5% net long position).
Red Robin Gourmet Burgers, Inc. filed an 8-K to announce its selected financial results for the third fiscal quarter ended October 6, 2024.
📋 Key Facts
- The filing is a standard earnings release announcement (Item 2.02).
- Reporting period: Third fiscal quarter ended October 6, 2024.
- Filing date: November 6, 2024.
Red Robin Gourmet Burgers, Inc. announced the resignation of its Chief Technology Officer, Jyoti Lynch, effective October 24, 2024. The departure is for personal reasons and not due to any disagreement with company operations or practices.
🚩 Red Flags
- Temporary leadership gap in the technology department (CFO assuming CTO duties).
📋 Key Facts
- Jyoti Lynch will resign as CTO on October 24, 2024.
- The resignation is not related to any disagreements regarding Company operations, policies, or practices.
- Ms. Lynch will serve as a non-employee special advisor to assist with the successor search and transition.
- CFO Todd Wilson will assume responsibility for the technology organization until a successor is named.
- No change in compensation for Mr. Wilson due to these additional responsibilities.
Red Robin Gourmet Burgers, Inc. issued an 8-K to announce the release of its selected financial results for the second fiscal quarter ended July 14, 2024.
📋 Key Facts
- The filing is a standard announcement of quarterly earnings (Item 2.02).
- Reporting period: Second fiscal quarter ended July 14, 2024.
- Filing date: August 22, 2024.
Red Robin Gourmet Burgers, Inc. filed an 8-K to announce the release of its selected financial results for the first fiscal quarter ended April 21, 2024.
📋 Key Facts
- The filing relates to the first fiscal quarter ended April 21, 2024.
- Financial results were released via a press release on May 29, 2024.
- The report was signed by Todd Wilson, Chief Financial Officer.
Red Robin Gourmet Burgers, Inc. held its annual stockholders meeting on May 23, 2024. Stockholders approved the election of directors, executive compensation, the 2024 Performance Incentive Plan, and the appointment of Deloitte & Touche LLP as independent auditors.
🚩 Red Flags
- Low approval rate (68.54%) for the 2024 Performance Incentive Plan, suggesting shareholder dissatisfaction with compensation structures or dilution concerns.
📋 Key Facts
- Annual meeting held on May 23, 2024.
- Quorum reached with 12,606,550 shares (80.79% of outstanding shares) present or represented by proxy.
- All eight nominated directors were elected to the board.
- Named executive officer compensation was approved on an advisory basis with 86.52% support.
- The 2024 Performance Incentive Plan received 68.54% approval.
- Deloitte & Touche LLP was ratified as the independent registered public accounting firm for fiscal year 2024.
Red Robin Gourmet Burgers, Inc. filed an 8-K to announce its selected financial results for the fourth fiscal quarter and full fiscal year ended December 31, 2023.
📋 Key Facts
- Report date: February 28, 2024
- Reporting period: Fourth fiscal quarter and fiscal year ended December 31, 2023
- The filing serves to provide selected financial results via a press release (Exhibit 99.1)
Red Robin Gourmet Burgers, Inc. announced the appointment of Robyn Arnell Brenden as Chief Accounting Officer, effective January 29, 2024.
📋 Key Facts
- Robyn Arnell Brenden appointed as Chief Accounting Officer (CAO) on January 24, 2024.
- Effective date of appointment is January 29, 2024.
- Annual base salary set at $350,000.
- Target annual bonus is 50% of base salary; target Long-Term Incentive (LTI) opportunity is 50% of base salary.
- Ms. Brenden previously held senior finance roles at Leslie’s, Inc., CWT, Sprouts Farmers Market, Marriott International, and Starwood Hotels & Resorts.