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Midas Edge

BJs RESTAURANTS INC

For the period ended Dec 30, 2025. Filed Mar 2, 2026.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Mar 2, 2026

BJRI$55.59-3.7%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a) (1) CONSOLIDATED FINANCIAL STATEMENTS

The following documents are contained in Part II, Item 8 of this Annual Report on Form 10-K:

Consolidated Balance Sheets at December 30, 2025 and December 31, 2024

Consolidated Statements of Operations for Each of the Three Fiscal Years in the Period Ended December 30, 2025

Consolidated Statements of Shareholders’ Equity for Each of the Three Fiscal Years in the Period Ended December 30, 2025

Consolidated Statements of Cash Flows for Each of the Three Fiscal Years in the Period Ended December 30, 2025

Notes to the Consolidated Financial Statements

(2)

FINANCIAL STATEMENT SCHEDULES

All schedules are omitted because they are not applicable or the required information is shown in the Consolidated Financial Statements or notes thereto.

(3)

EXHIBITS

ExhibitNumberDescription
3.1Amended and Restated Articles of Incorporation of the Company, incorporated by reference to Exhibit 3.1 to Form 10-K for the year ended January 2, 2018.
3.2Certificate of Amendment of Articles of Incorporation incorporated by reference to Exhibit 3.3 to Form 10-K for the year ended January 2, 2005.
3.3Certificate of Amendment of Articles of Incorporation, dated June 8, 2010, incorporated by reference to Exhibit 3.4 to Form 10-K for the year ended December 28, 2010.
3.4Amended and Restated Bylaws of the Company, incorporated by reference to Exhibit 3.1 to Form 8-K filed on August 14, 2020.
4.1Specimen Common Stock Certificate of the Company, incorporated by reference to Exhibit 4.1 of the Company’s Registration Statement on Form SB‑2A filed with the Securities and Exchange Commission on August 22, 1996 (File No. 3335182‑LA) (as amended, the “Registration Statement”).
4.2Description of the Securities, incorporated by reference to Exhibit 4.2 to Form 10-K filed on February 25, 2020.
10.1*Form of Indemnification Agreement with Officers and Directors, incorporated by reference to Exhibit 10.1 to Form 10-K for the year ended January 2, 2018.
10.2*Amended and Restated Equity Incentive Plan (the “Equity Incentive Plan”), incorporated by reference to Exhibit 10.1 to the Form 10-Q filed on August 1, 2022.
10.3*Form of Employee Stock Option Agreement under the Equity Incentive Plan, incorporated by reference to Exhibit 10.3 to Form 10-K filed on February 25, 2020.
10.4*Form of Notice of Grant of Stock Option under the Equity Incentive Plan, incorporated by reference to Exhibit 10.4 of the Form 8-K filed July 1, 2005.
10.5*Form of Non-Employee Director Stock Option Agreement under the Equity Incentive Plan, incorporated by reference to Exhibit 10.8 of the Form 10-K for the year ended January 3, 2006.
10.6*Form of Non-Employee Director Notice of Grant of Stock Option under the Equity Incentive Plan, incorporated by reference to Exhibit 10.9 of the Form 10-K for the year ended January 3, 2006.
10.7*Form of Restricted Stock Unit Agreement (non-GSSOP) for employees under the Equity Incentive Plan, incorporated by reference to Exhibit 10.7 to Form 10-K filed on February 25, 2020.
10.8*Form of Restricted Stock Unit Notice (non-GSSOP) for employees under the Equity Incentive Plan, incorporated by reference to Exhibit 10.2 to the Form 10-Q filed on November 6, 2007.
10.9*BJ’s Restaurants, Inc. 2024 Equity Incentive Plan, incorporated by reference to Exhibit 10.1 to Form 8-K filed on June 21, 2024.
10.10*Form of Restricted Stock Unit Agreement for non-employee directors under the 2024 Equity Incentive Plan, incorporated by reference to Exhibit 10.2 to Form 8-K filed on June 25, 2024.
10.11*Form of Restricted Stock Unit Award Certificate for non-employee directors under the 2024 Equity Incentive Plan, incorporated by reference to Exhibit 10.3 to Form 8-K filed on June 25, 2024.
10.12*Form of Restricted Stock Unit Agreement for employees under the 2024 Equity Incentive Plan, incorporated by reference to Exhibit 10.4 to Form 8-K filed on June 25, 2024.
10.13*Form of Restricted Stock Unit Award Certificate for employees under the 2024 Equity Incentive Plan, incorporated by reference to Exhibit 10.5 to Form 8-K filed on June 25, 2024.
10.14*Form of Performance Stock Unit Agreement under the 2024 Equity Incentive Plan, incorporated by reference to Exhibit 10.6 to Form 8-K filed on June 25, 2024.
10.15*Form of Performance Stock Unit Award Certificate under the 2024 Equity Incentive Plan, incorporated by reference to Exhibit 10.7 to Form 8-K filed on June 25, 2024.
ExhibitNumberDescription
10.16*Form of Stock Option Agreement under the 2024 Equity Incentive Plan, incorporated by reference to Exhibit 10.8 to Form 8-K filed on June 25, 2024.
10.17*Form of Notice of Grant of Stock Option under the 2024 Equity Incentive Plan, incorporated by reference to Exhibit 10.9 to Form 8-K filed on June 25, 2024.
10.18*Employment Agreement, dated June 12, 2003, between the Company and Gregory S. Lynds, incorporated by reference to Exhibit 10.26 to Form 10-K filed on or about March 14, 2008.
10.19*Employment Agreement, effective March 1, 2011, between the Company and Kendra D. Miller, incorporated by reference to Exhibit 10.17 to Form 10-K filed on March 9, 2011.
10.20*Employment Agreement dated January 28, 2013, between the Company and Brian S. Krakower, incorporated by reference to Exhibit 10.1 to Form 10-Q filed on May 6, 2013.
10.21*Employment Agreement dated August 22, 2024, between the Company and C. Bradford Richmond, incorporated by reference to Exhibit 10.1 to Form 8-K filed on August 28, 2024.
10.22*Employment Agreement dated August 23, 2024, between the Company and Lyle D. Tick, incorporated by reference to Exhibit 10.1 to Form 8-K filed on September 3, 2024.
10.23*Form of Performance Stock Unit Agreement under the Equity Incentive Plan, incorporated by reference to Exhibit 10.28 to Form 10-K filed on February 25, 2020.
10.24*BJ’s Restaurants, Inc. Performance Incentive Plan (incorporated by reference to Appendix A to the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 22, 2016.
10.25*BJ’s Restaurants, Inc. Deferred Compensation Plan, incorporated by reference to Exhibit 10.26 to Form 10-K filed on February 26, 2025.
10.26Form of Common Stock Purchase Warrant in favor of SC 2018 Trust, LLC, incorporated by reference to Exhibit 10.7 to Form 8-K filed on May 4, 2020.
10.27Amendment No. 1, dated November 24, 2020, to Common Stock Purchase Warrant, dated May 5, 2020, issued by the Company in favor of BJ’s Act III, LLC, incorporated by reference to Exhibit 10.2 to Form 8-K filed November 30, 2020.
10.28Form of Registration Rights Agreement between the Company and SC 2018 Trust, LLC, incorporated by reference to Exhibit 10.5 to Form 8-K filed on May 4, 2020.
10.29Amendment to Cooperation Agreement, dated November 14, 2025, among the Company, Act III Holdings, LLC, Act III Management, LLC, BJ’s Act III, LLC, and SC 2018 Trust LLC, incorporated by reference to Exhibit 10.1 to Form 8-K filed November 17, 2025.
10.30Amendment No. 2, dated December 30, 2024, to Common Stock Purchase Warrant, dated May 5, 2020, issued by the Company in favor of BJ’s Act III, LLC, incorporated by reference to Exhibit 10.2 to Form 8-K filed January 2, 2025.
19.1BJ’s Restaurants, Inc. Securities Trading by Company Personnel.
21List of Significant Subsidiaries.
23.1Consent of Independent Registered Public Accounting Firm.
31Section 302 Certifications of Chief Executive Officer and Chief Financial Officer.
32Section 906 Certification of Chief Executive Officer and Chief Financial Officer.
97BJ’s Restaurants, Inc. Compensation Clawback Policy, incorporated by reference to Form 10-K filed February 26, 2025.
101.INSInline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCHInline XBRL Taxonomy Extension Schema With Embedded Linkbase Document.
104Cover Page Interactive Data File - The cover page from the Company’s Annual Report on Form 10-K for the year ended December 30, 2025 has been formatted in Inline XBRL and is contained in Exhibit 101.
  • Management contracts or compensation plans or arrangements in which directors or executive officers are eligible to participate.
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