Form 4: Red Robin CLO Reports Stock Sales, New RSU Grant

Red Robin Gourmet Burgers' Chief Legal Officer, Sarah A. Mussetter, reported sales of common stock to cover tax obligations and a new grant of phantom restricted stock units.

Summary

• Sarah A. Mussetter, Chief Legal Officer of Red Robin Gourmet Burgers Inc. (RRGB), reported transactions involving the company's common stock.
• On March 23, 2026, 2,913 shares of common stock were sold at $3.12 per share to cover tax withholding obligations and fees related to the vesting of 6,649 time-based restricted stock units granted on March 20, 2023.
• On March 24, 2026, 8,391 shares were withheld by the issuer at $3.08 per share to satisfy tax withholding obligations upon the vesting of 19,181 time-based restricted stock units granted on March 24, 2025.
• A grant of 69,350 Phantom Restricted Stock Units (RSUs) was made on March 23, 2026, under the issuer's 2024 Performance Incentive Plan.
• Each Phantom RSU represents the contingent right to receive one share of common stock or its cash equivalent upon vesting.
• These Phantom RSUs are scheduled to vest in three equal annual installments on the first, second, and third anniversaries of the grant date.
• Following these transactions, Sarah A. Mussetter directly beneficially owns 98,497 shares of common stock, which includes 47,174 shares subject to vesting and forfeiture restrictions, in addition to the 69,350 Phantom RSUs.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a routine insider filing reflecting standard executive compensation practices, including tax-related share dispositions and a new equity grant, which is generally neutral to slightly positive for aligning executive incentives.

Positives

• The grant of 69,350 Phantom Restricted Stock Units (RSUs) to the Chief Legal Officer aligns her long-term incentives with shareholder value creation.
• The transactions related to tax withholding are routine and indicate the vesting of previously awarded equity compensation.

Negatives

• The sale of 2,913 shares and the withholding of 8,391 shares reduced the direct beneficial ownership of common stock by the reporting person.

Future Outlook

The 69,350 Phantom Restricted Stock Units granted on March 23, 2026, are scheduled to vest in three equal annual installments on the first, second, and third anniversaries of the grant date, indicating future equity compensation realization.

Industry Context

StockSavvy.ai notes that routine 'sell-to-cover' transactions for tax obligations are a common occurrence for executives receiving equity compensation and typically do not signal a change in management's fundamental outlook on the company. The new RSU grant is a standard component of executive incentive plans, designed to align leadership interests with long-term company performance.

Corporate Governance

Stakeholder Impact

• Shareholders: The grant of Phantom RSUs aligns the Chief Legal Officer's interests with long-term shareholder value. The 'sell-to-cover' transactions are routine and do not reflect discretionary selling, thus having a neutral impact on shareholder perception.

Next Steps

• One-third of the 69,350 Phantom RSUs are scheduled to vest on each of the first, second, and third anniversaries of the March 23, 2026, grant date.

Key Dates

Recommendation

This Form 4 details routine executive compensation activities, including the vesting of previously granted restricted stock units, associated tax-related share sales, and a new grant of phantom restricted stock units. These transactions are standard and do not provide new fundamental information that would warrant a change in investment recommendation.

Keywords

RRGB, Red Robin Gourmet Burgers, Form 4, Insider Transaction, Restricted Stock Units, Executive Compensation, Beneficial Ownership, Equity Grant