TXRH

• Q2 2026 net income was $121.9 million, down 1.7% from $124.1 million; diluted EPS was $1.85, down 0.7%.
• Comparable restaurant sales increased 6.2% in Q2 2026; average weekly sales were $177,252.
• Board declared a quarterly cash dividend of $0.75 per share, payable September 29, 2026.
• 2026 outlook: commodity inflation ~5%, effective tax rate ~14%, store week growth 5%-6%, capex ~$400 million.

2.02 Results of Operations and Financial Condition · 8.01 Other Events · 9.01 Financial Statements and Exhibits

• Shareholders ratified KPMG LLP as independent auditors for fiscal 2026 with 59,265,718 votes for.
• The advisory vote on executive compensation was approved with 54,319,888 votes for.
• Broker non-votes totaled 4,624,954 for director elections and the compensation vote.
• The report was filed under Item 5.07 to disclose the voting results of the annual shareholder meeting.

5.07 Submission of Matters to a Vote of Security Holders

• Net income attributable to Texas Roadhouse was $123.4 million, up 8.6% from $113.7 million; diluted EPS rose 9.6% to $1.87.
• Comparable restaurant sales increased 7.1% and store weeks grew 5.7% at company restaurants.
• Board declared a quarterly cash dividend of $0.75 per share, payable June 30, 2026 to shareholders of record June 2, 2026.
• Management updated 2026 commodity inflation outlook to 6%-7% and reiterated store week growth of 5%-6% and capex of ~$400 million.

2.02 Results of Operations and Financial Condition · 8.01 Other Events · 9.01 Financial Statements and Exhibits

• Elizabeth K. Ingram, also known as Lisa Ingram, was appointed to the Board of Directors of Texas Roadhouse, Inc. on March 5, 2026.
• She was appointed due to her chief executive and board experience, restaurant industry knowledge, and marketing background.
• The Board determined Ingram qualifies as an independent director under Nasdaq listing rules; she will not initially serve on any Board committees.
• A press release regarding the appointment was issued on March 5, 2026, and furnished as Exhibit 99.1.

5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · 7.01 Regulation FD Disclosure · 9.01 Financial Statements and Exhibits

• Fiscal 2025 total revenue was $5.88 billion, up 9.4%; diluted EPS was $6.10, down 5.8%.
• Board approved a quarterly cash dividend of $0.75 per share, payable March 31, 2026 to shareholders of record March 17, 2026.
• Keith Humpich, interim CFO until December 3, 2025, will continue receiving a $100,000 per quarter stipend through June 30, 2026.
• Company completed acquisitions of five domestic franchise restaurants for ~$72 million on first day of fiscal 2026.

2.02 Results of Operations and Financial Condition · 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · 8.01 Other Events · 9.01 Financial Statements and Exhibits

• Kathleen M. Widmer notified the Texas Roadhouse board on February 11, 2026, of her immediate retirement.
• The company stated her decision was not due to any disagreement with Texas Roadhouse.
• Widmer served on the board for nearly 13 years.

5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements

• CEO Jerry Morgan's 2026 base salary is $1,475,000, with a target bonus of $1,475,000 (max $2,950,000) and $2.2M in service-based RSUs.
• Other executives (Gina Tobin, Chris Colson, Travis Doster, Hernan Mujica, Paul Marshall) received base salaries ranging from $662,000 to $762,000.
• Performance-based RSUs for 2026 have targets based on 33% EPS growth vs 2025 and pre-tax profits, vesting January 8, 2029.
• CEO Morgan also received $11,000,000 in long-term service stock units vesting January 8, 2031; other executives received $1.7M-$2M vesting January 8, 2028.
• Mike Lenihan and Keith Humpich's compensation was previously disclosed in the December 1, 2025 8-K.

5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements

• Michael Lenihan, 52, appointed CFO effective Dec 3, 2025, overseeing accounting, financial reporting, investor relations, tax, treasury, internal audit, and financial analysis.
• Keith Humpich, 55, appointed Chief Accounting and Financial Services Officer effective Dec 3, 2025, continuing as principal accounting officer; he had served as interim CFO from June 2025 to Dec 2025.
• Lenihan's employment agreement provides an annual base salary of $630,000 and a service-based RSU grant valued at $500,000 (vesting Jan 8, 2027).
• Humpich's employment agreement provides an annual base salary of $420,000, a target bonus of $300,000, and a service-based RSU grant valued at $480,000 (vesting Jan 8, 2027).

5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · 7.01 Regulation FD Disclosure · 9.01 Financial Statements and Exhibits