SCHEDULE: Berkshire Partners Maintains 5.2% Stake in Portillo's
Schedule 13G Amendment
Berkshire Partners and its affiliated entities have filed an amendment to their Schedule 13G, disclosing a continued beneficial ownership of 5.2% in Portillo's Inc.'s Class A common stock.
Summary
- Berkshire Partners Holdings LLC and its affiliated entities collectively beneficially own 3,859,067 shares of Portillo's Inc. Class A common stock.
- This ownership represents approximately 5.2% of the total Class A common stock outstanding.
- The calculation of the percentage is based on 74,719,017 shares of Class A common stock outstanding, which includes 71,905,580 shares outstanding as of July 29, 2025, and 2,813,437 LLC Units exchangeable for Class A common stock.
- The beneficially owned shares consist of 1,045,630 shares of Class A common stock directly held by Berkshire Fund VIII-A L.P. and 2,813,437 LLC Units held by Berkshire Fund VIII, L.P., Berkshire Investors III LLC, and Berkshire Investors IV LLC.
- The reporting persons, including Berkshire Partners Holdings LLC, BPSP, L.P., Berkshire Partners LLC, Berkshire Fund VIII, L.P., Berkshire Fund VIII-A, L.P., Berkshire Investors III LLC, and Berkshire Investors IV LLC, may be deemed to constitute a 'group' for purposes of Section 13(d) of the Securities Exchange Act of 1934.
Sentiment
Score: 5
Explanation: The filing is a factual disclosure of beneficial ownership and does not contain information that would significantly alter the sentiment towards the company's operational or financial performance. It confirms a continued significant stake by a major investor.
Positives
- The continued significant stake by Berkshire Partners, a reputable private equity firm, may signal ongoing confidence in Portillo's Inc.'s long-term prospects.
Future Outlook
NA
Industry Context
This filing is a routine disclosure of a significant passive ownership stake by an institutional investor in a publicly traded restaurant company. It does not provide specific insights into broader industry trends or competitive dynamics beyond confirming a major investor's continued position.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Group Formation Disclosure | Berkshire Partners Holdings LLC and its affiliated entities may be deemed to constitute a 'group' for purposes of Section 13(d) of the Act, indicating coordinated beneficial ownership and voting/dispositive power. | 06/30/2025 | This formalizes the collective reporting of their ownership, providing transparency on their combined influence over the shares. |
Related Party Transactions
- Joshua Lutzker, a Managing Director of Berkshire Partners LLC (one of the reporting persons), serves as a director of Portillo's Inc., establishing a direct link between the significant shareholder group and the company's board.
Stakeholder Impact
- Shareholders: Provides transparency regarding a significant institutional holder's continued stake, which can influence market perception and liquidity.
- Management: Awareness of a large, coordinated ownership group may influence strategic decisions, though this is a passive filing.
Key Dates
| Date | Description |
|---|---|
| 06/30/2025 | Date of event which requires filing of this statement |
| 07/29/2025 | Date as of which 71,905,580 shares of Class A common stock were outstanding, as reported in the Issuer's Form 10-Q |
| 08/05/2025 | Date of filing of the Issuer's Form 10-Q with the Commission |
| 08/13/2025 | Date of signing of this Schedule 13G Amendment No. 4 |
Keywords
Portillo's Inc., Berkshire Partners, Class A common stock, Beneficial ownership, Institutional investor, Restaurant industry, SEC filing, Schedule 13G
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