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CHIPOTLE MEXICAN GRILL INC

For the period ended Mar 31, 2026. Filed Apr 30, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 31, 2026 · Filed Apr 30, 2026

CMG$34.43-2.7%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-09-30; filed 2025-10-30.

0001058090-25-000088

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-03-31; filed 2026-04-30.

0001058090-26-000028

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 63 previous paragraphs and 58 current paragraphs.

35 unchanged; 16 reworded; 7 added; 12 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 12 previous and 13 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (7)

Current report

Food, beverage and packaging costs increased 0.4% as a percentage of total revenue for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. The increase was driven by 0.9% of inflation, primarily from beef and freight, and 0.4% of higher produce usage. These increases were partially offset by 0.7% of lower dairy and avocado costs and, to a lesser extent, a 0.3% benefit from menu price increases.

Current report

Depreciation and amortization increased 0.1% as a percentage of total revenue for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. Increased depreciation expense was primarily due to new restaurant openings. This was partially offset by the benefit of menu price increases.

Current report

Interest and other income, netdecreased in dollar terms for the three months ended March 31, 2026 compared to the three months ended March 31, 2025, primarily due to lower balances of interest bearing securities. The decrease in interest bearing securities is associated with increased repurchases of our common stock.
Removed paragraphs (12)

Previous report

Partner-Operated Restaurants. During the three months ended September 30, 2025, we opened two partner-operated restaurants in the Middle East.

Previous report

Food, beverage and packaging costs decreased 0.6% as a percentage of total revenue for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. The decrease was primarily due to a 0.6% benefit from menu price increases in the prior year and, to a lesser extent, cost of sales efficiencies. This decrease was partially offset by a 0.3% inflation, primarily in beef and chicken, and a 0.3% impact from the newly enacted tariffs.

Previous report

Food, beverage and packaging costs decreased 0.2% as a percentage of total revenue for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. The decrease was primarily due to a 0.7% benefit from menu price increases in the prior year and, to a lesser extent, from cost of sales efficiencies. This decrease was partially offset by a 0.5% inflation across several ingredient costs, primarily beef and chicken, and a 0.1% impact from the newly enacted tariffs.

Previous report

Due to goods imported prior to the enactment of tariffs, we anticipate about a 40 basis point increase in food, beverage and packaging costs during the fourth quarter of 2025 relating to tariffs. We estimate that the tariffs enacted since April 2025 will increase food, beverage and packaging costs by about 50 basis points on an ongoing basis. These estimates could vary based on future tariff policy changes.

Previous report

Labor costs increased 0.5% as a percentage of total revenue for the three and nine months ended September 30, 2025 compared to the three and nine months ended September 30, 2024. The increase was primarily due to a 0.7% impact of lower sales volumes and 0.4% from restaurant wage inflation, including minimum wage increases for our restaurants in California. This increase is partially offset by a 0.6% benefit from menu price increases in the prior year.

Previous report

Occupancy costs increased 0.2% as a percentage of total revenue for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. The increase was due to the impact from lower sales volumes, as a 0.1% benefit from menu price increases in the prior year was offset by expenses associated with new restaurants.

Previous report

Other operating costs increased 0.8% as a percentage of total revenue for thenine months ended September 30, 2025 compared to the nine months ended September 30, 2024. The increase was due to the impact from several items, primarily 0.6% of higher marketing and promotional activities and 0.2% of lower sales volumes. This increase was partially offset by a 0.2% from the benefit of menu price increases in the prior year.

Previous report

Impairment, closure costs, and asset disposals decreased in dollar terms for the three and nine months ended September 30, 2025 compared to the three and nine months ended September 30, 2024, primarily due to property and equipment impairment charges related to a software asset in the prior year.

Previous report

The effective income tax rate remained flat for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. The nine months ended September 30, 2025 had a 0.6% decrease in non-deductible expenses, offset mostly by a 0.5% reduction in tax benefits related to option exercises and equity vesting.
Reworded paragraphs (16)

Previous wording

Certain statements in this report are forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995, including statements about the number of new restaurants we expect to open in 2025 and 2026, and the number with Chipotlanes,the number of new international partner-operated restaurants we expect to open, our anticipated comparable restaurant sales for 2025, the expected impact of tariffs on our food, beverage and packaging costs during the 2025 fourth quarter and on an ongoing basis, our expectation to generate positive cash flow for the foreseeable future, our expectations for utilization of cash flow from operations, our ability to manage prices, risks and volatility in our supply chain, our plans for continuing stock buybacks and the volume of buybacks,and the period of time during which our cash and short-term investment will fund our operations. We use words such as “anticipate”, “believe”, “could”, “should”, “may”, “approximately”, “estimate”, “expect”, “intend”, “project”, “target”, "goal" and similar terms and phrases, including references to assumptions, to identify forward-looking statements. The forward-looking statements in this report are based on currently available operating, financial and competitive information available to us as of the date of this filing and we assume no obligation to update these forward-looking statements. These statements are subject to risks and uncertainties that could cause actual results to differ materially from those described in the statements, including but not limited to: increasing wage inflation, including as a result of state or local regulations mandating higher minimum wages, and the competitive labor market, which impacts our ability to attract and retain qualified employees and has resulted in occasional staffing shortages; the impact of any union organizing efforts and our responses to such efforts; risks of food safety incidents and food-borne illnesses; risks associated with our reliance on certain information technology systems and potential material failures, interruptions or outages; privacy and cyber security risks, including risk of breaches, unauthorized access, theft, modification, destruction or ransom of guest or employee personal or confidential information stored on our network or the network of third party providers; the impact of competition, including from sources outside the restaurant industry; the impact of federal, state or local government regulations relating to our employees, employment practices, restaurant design and construction, and the sale of food or alcoholic beverages; our ability to achieve our planned growth, such as the costs and availability of suitable new restaurant sites, construction materials and contractors and restaurant equipment; the expected costs and risks related to our international expansion, including through partner-operated restaurants in the Middle East, Asia and Mexico; increases in ingredient and other ope…

Excerpt shortened here; the source contains the full paragraph.

Current wording

Certain statements in this report are forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995, including statements about the number of new restaurants we expect to open in 2026, and the number with Chipotlanes, the number of new international partner-operated restaurants we expect to open, our anticipated comparable restaurant sales for 2026, the expected impact of tariffs on our food, beverage and packaging costs during the 2026 second quarter and on an ongoing basis, our expectation to generate positive cash flow for the foreseeable future, our expectations for utilization of cash flow from operations, our ability to manage prices, risks and volatility in our supply chain, our plans for continuing stock buybacks and the volume of buybacks, and the period of time during which our cash and short-term investment will fund our operations. We use words such as “anticipate”, “believe”, “could”, “should”, “may”, “approximately”, “estimate”, “expect”, “intend”, “project”, “target”, "goal" and similar terms and phrases, including references to assumptions, to identify forward-looking statements. The forward-looking statements in this report are based on currently available operating, financial and competitive information available to us as of the date of this filing and we assume no obligation to update these forward-looking statements. These statements are subject to risks and uncertainties that could cause actual results to differ materially from those described in the statements, including but not limited to: wage inflation and state or local regulations mandating higher minimum wages; the competitive labor market, which impacts our ability to attract and retain qualified employees; the impact of any union organizing efforts and our responses to such efforts; increases in ingredient and other operating costs due to inflation, global conflicts, severe weather, our Food with Integrity philosophy, tariffs or trade restrictions; intermittent supply shortages relating to our Food with Integrity philosophy, rapid expansion and supply chain disruptions; risks of food safety incidents and food-borne illnesses; our reliance on certain information technology systems and potential material failures, interruptions or outages; risks that our investments in new technology and technological innovations may not generate returns; privacy and cyber security risks, including breaches, unauthorized access, theft, modification, destruction or ransom of guest or employee personal or confidential information stored on our network or the network of third party providers; the impact of competition, including from sources outside the restaurant industry; the impact of government regulations relating to our employees, employment practices, restaurant design and construction, and the sale of food or alcoholic beverages; our ability to achieve our planned growth, such as the costs and availability of suitable new restaurant sites, construct…

Excerpt shortened here; the source contains the full paragraph.

Previous wording

As of September 30, 2025, we owned 3,822 Chipotle restaurants throughout the United States and 94 international Chipotle restaurants. Additionally, we had seven international partner-operated restaurants. We manage our U.S. operations based on 11 regions and aggregate our operations to one reportable segment.

Current wording

As of March 31, 2026, we owned 3,983 Chipotle restaurants throughout the United States and 107 international Chipotle restaurants. Additionally, we had 14 international partner-operated restaurants. We manage our U.S. operations based on 12 regions and aggregate our operations to one reportable segment.

Previous wording

•Diluted earnings per share was $0.29, a 3.6% increase from $0.28

Current wording

•Diluted earnings per share was $0.23, a 17.9% decrease from $0.28

Previous wording

Sales Trends. Comparable restaurant sales increased 0.3% for the three months ended September 30, 2025. The increase is attributable to a 1.1% increase in average check, partially offset by lower transactions of 0.8%. Comparable restaurant sales represent the change in period-over-period total revenue for company-owned restaurants in operation for at least 13 full calendar months. Digital sales represented 36.7% of total food and beverage revenue. For full-year 2025, management is anticipating comparable restaurant sales declines in the low-single digit range.

Current wording

Sales Trends. Comparable restaurant sales increased 0.5% for the three months ended March 31, 2026. The increase is attributable to an increase in transactions of 0.6%, partially offset by a 0.1% decrease in average check. Comparable restaurant sales represent the change in period-over-period total revenue for company-owned restaurants in operation for at least 13 full calendar months. Digital sales represented 38.6% of total food and beverage revenue. For full-year 2026, management is anticipating comparable restaurant sales to be about flat.

Previous wording

Restaurant Development. During the three months ended September 30, 2025, we opened 84 restaurants, which included 64 restaurants with a Chipotlane. We remain on track to open approximately 315 to 345 company-owned restaurants in 2025 and expect to open approximately 350 to 370 restaurants in 2026, which includes 10 to 15 international partner-operated restaurants. We expect that at least 80% of our new company-owned restaurants will include a Chipotlane.

Current wording

Restaurant Development. During the three months ended March 31, 2026, we opened 49 company-owned restaurants, which included 42 restaurants with a Chipotlane. We expect to open approximately 350 to 370 restaurants in 2026, which includes 10 to 15 international partner-operated restaurants. We expect around 80% of our new company-owned restaurants will include a Chipotlane.

Previous wording

Labor costs increased 0.3% as a percentage of total revenue for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. Labor increased primarily due to a 0.5% impact of lower sales volumes and 0.2% from restaurant wage inflation. These increases were partially offset by a 0.5% benefit from menu price increases in the prior year.

Current wording

Labor costs increased 1.1% as a percentage of total revenue for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. The increase was primarily driven by a 0.4% impact from costs related to certain legal proceedings, 0.3% from wage inflation, 0.3% from lower average restaurant sales volumes, and 0.2% from higher benefits expense, including performance-based bonuses. These increases were partially offset by a 0.2% benefit from menu price increases.

Previous wording

Occupancy costs increased 0.3% as a percentage of total revenue for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. The increase was due to the impact from lower sales volumes, as a 0.1% benefit from menu price increases in the prior year was offset by expenses associated with new restaurants.

Current wording

Occupancy costs increased 0.3% as a percentage of total revenue for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. The increase was due to 0.2% of expense associated with new restaurants and 0.1% of expense from existing restaurants.

Previous wording

Other operating costs increased 1.2% as a percentage of total revenue for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. The increase was due to the impact from several items, primarily 0.9% of higher marketing and promotional activities and 0.2% of lower sales volumes. This increase was partially offset by a 0.2% from the benefit of menu price increases in the prior year.

Current wording

Other operating costs increased 1.2% as a percentage of total revenue for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. The increase was due to the impact from several items, primarily 0.4% increase in marketing and promotional activities, 0.2% increase in utilities, and 0.2% higher delivery expense associated with increased delivery sales. This increase was partially offset by a 0.1% benefit from menu price increases.

Previous wording

The following is a summary of the change in general and administrative expense for the period indicated:

Current wording

The following is a summary of the change in general and administrative expenses for the period indicated:

Previous wording

The effective income tax rate increased 0.2% for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. The increase was primarily driven by a 0.6% reduction in tax benefits related to option exercises and equity vesting, partially offset by 0.8% in lower non-deductible expenses. Additionally, for the three months ended September 30, 2024, we released certain income tax reserves, which did not similarly recur during the current period impacting the rate by 0.4%.

Current wording

The effective income tax rate increased 2.5% for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. The increase was primarily driven by a 1.7% reduction in tax benefits related to option exercises and equity vesting, a 0.4% reduction in tax credits, and a 0.4% increase in other discrete income tax items.

Previous wording

As of September 30, 2025, we had a cash and marketable investments balance of$1.7 billion, non-marketable investments of$90.0 million, and$30.9 million of restricted cash. After funding the current operations in our restaurants and support centers, the first planned use of our cash flow from operations is to provide capital for the continued investment in new restaurant construction. In addition to continuing to invest in our restaurant expansion, we expect to utilize cash flow from operations to: repurchase additional shares of our common stock subject to market conditions; invest in, maintain, and refurbish our existing restaurants; and for general corporate purposes. As of September 30, 2025,$652.3 million remained available for repurchases of shares of our common stock, which includes the $500.0 million additional authorization approved by our Board of Directors on September 3, 2025. Under the remaining repurchase authorizations, shares may be purchased from time to time in open market transactions, subject to market conditions.

Current wording

As of March 31, 2026, we had a cash and marketable investments balance of$864.4 million, non-marketable investments of$103.4 million, and$35.7 million of restricted cash. After funding the current operations in our restaurants and support centers, the first planned use of our cash flow from operations is to provide capital for the continued investment in new restaurant construction. In addition to continuing to invest in our restaurant expansion, we expect to utilize cash flow from operations to: invest in, maintain, and refurbish our existing restaurants; repurchase additional shares of our common stock subject to market conditions; and for general corporate purposes. As of March 31, 2026,$1.0 billion remained available for repurchases of shares of our common stock. Under the remaining repurchase authorizations, shares may be purchased from time to time in open market transactions, subject to market conditions.

Previous wording

As of September 30, 2025, we had$500.0 million of undrawn borrowing capacity under a line of credit facility.

Current wording

As of March 31, 2026, we had$500.0 million of undrawn borrowing capacity under a revolving credit facility.

Previous wording

Cash provided by operating activities was $1.7 billion for the nine months ended September 30, 2025, compared to $1.6 billion for the nine months ended September 30, 2024. The increase was primarily due to timing of tax-related payments, including the impacts of H.R.1 - One Big Beautiful Bill Act, partially offset by other changes in non-tax operating assets and liabilities.

Current wording

Cash provided by operating activities was $651.4 million for the three months ended March 31, 2026, compared to $557.1 million for the three months ended March 31, 2025. The increase was primarily due to timing of tax-related payments, including the receipt of a $64.9 million federal tax refund related to the 2018 tax year. This activity was partially offset by other changes in non-tax operating assets and liabilities.

Previous wording

Cash used in investing activities was $7.3 million for the nine months ended September 30, 2025, compared to $701.5 million for the nine months ended September 30, 2024. The change was primarily associated with a $742.3 million decrease in investment purchases net of investment maturities. This was partially offset by increased capital expenditures of $48.2 million, primarily related to costs associated with new restaurant development.

Current wording

Cash used in investing activities was $8.1 million for the three months ended March 31, 2026, compared to cash provided by investing activities of $6.1 million for the three months ended March 31, 2025. The change was primarily due to increased capital expenditures of $35.5 million, mainly related to costs associated with new restaurant development and the purchase of new equipment for existing restaurants. This was partially offset by a $17.6 million increase in maturities of investments.

Previous wording

Cash used in financing activities was $1.7 billion for the nine months ended September 30, 2025, compared to $735.0 million for the nine months ended September 30, 2024. The change was primarily due to increased repurchases of common stock of $1.0 billion.

Current wording

Cash used in financing activities was $747.5 million for the three months ended March 31, 2026, compared to $585.2 million for the three months ended March 31, 2025. The change was primarily due to increased repurchases of common stock of $147.2 million.