Form 4: Red Robin CFO Sells Shares for Tax Obligations

Red Robin Gourmet Burgers' CFO, Joshua Todd Wilson, sold 6,015 shares of common stock at $4.15 per share to cover tax withholding obligations related to RSU vesting.

Summary

• Joshua Todd Wilson, Chief Financial Officer of Red Robin Gourmet Burgers Inc. (RRGB), reported a sale of common stock.
• On November 17, 2025, Wilson disposed of 6,015 shares of RRGB common stock.
• The shares were sold at a price of $4.15 per share in a single transaction.
• This sale was a "sell-to-cover" transaction, executed automatically by the issuer on behalf of Wilson.
• The purpose of the sale was to cover tax withholding obligations and fees associated with the vesting of 15,131 time-based restricted stock units (RSUs).
• These RSUs were originally granted to Wilson on November 14, 2022, under the company's 2017 Performance Incentive Plan.
• Following this transaction, Wilson beneficially owns 195,487 shares, which includes 130,641 time-based restricted stock units still subject to vesting and forfeiture restrictions.
• The transaction does not represent a discretionary trade by the reporting person.

Sentiment

Score: 5

Explanation: Neutral. The transaction is a routine, non-discretionary 'sell-to-cover' for tax purposes, which is a common occurrence for executives receiving equity compensation and does not reflect a positive or negative discretionary decision by the insider regarding the company's prospects.

Positives

• The transaction was non-discretionary, indicating it was not a voluntary sale by the CFO based on a negative outlook.
• The vesting of restricted stock units indicates the achievement of prior performance or time-based conditions.

Negatives

• The sale of shares by a key executive, even for tax purposes, reduces their direct equity stake in the company.

Future Outlook

NA

Industry Context

This Form 4 filing is a routine disclosure of an insider transaction, specifically a 'sell-to-cover' for tax obligations related to RSU vesting. It does not provide insights into broader industry trends or competitive positioning for the restaurant sector.

Stakeholder Impact

• Shareholders: A minor reduction in the CFO's direct ownership, but the non-discretionary nature mitigates concerns.
• Employees: No direct impact.

Key Dates

Recommendation

This Form 4 filing details a routine, non-discretionary 'sell-to-cover' transaction by the CFO to satisfy tax obligations upon RSU vesting. Such transactions are common and do not typically signal a change in management's outlook on the company's future. Therefore, it provides no new fundamental information to alter an existing investment thesis, warranting a 'hold' recommendation based solely on this filing.

Keywords

Red Robin Gourmet Burgers, RRGB, Joshua Todd Wilson, CFO, Insider Trading, Form 4, Stock Sale, Restricted Stock Units, RSU Vesting, Tax Withholding, Executive Compensation