Texas Roadhouse Inc
For the period ended Dec 31, 2024. Filed Feb 28, 2025.
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FY2024 · Filed Feb 28, 2025
TXRH$188.16-1.2%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 15. Exhibits and Financial Statement Schedules
| 1. | Consolidated Financial Statements |
| | ||
| Description | | Page Numberin Report |
|---|---|---|
| Reports of Independent Registered Public Accounting Firm (PCAOB ID: 185) | | F-1 |
| Consolidated Balance Sheets as of December 31, 2024 and December 26, 2023 | | F-4 |
| Consolidated Statements of Income for the years ended December 31, 2024, December 26, 2023 and December 27, 2022 | | F-5 |
| Consolidated Statements of Stockholders’ Equity for the years ended December 31, 2024, December 26, 2023, and December 27, 2022 | | F-6 |
| Consolidated Statements of Cash Flows for the years ended December 31, 2024, December 26, 2023, and December 27, 2022 | | F-7 |
| Notes to Consolidated Financial Statements | | F-8 |
| 2. | Financial Statement Schedules |
Omitted due to inapplicability or because required information is shown in our Consolidated Financial Statements or Notes thereto.
| 3. | Exhibits |
| | ||
| ExhibitNo. | | Description |
| 3.1 | | Restated Certificate of Incorporation for Texas Roadhouse, Inc. dated as of May 16, 2024 (incorporated by reference to Exhibit 3.2 of the Registrant’s Current Report on Form 8-K May 16, 2024) |
| 3.2 | | Amended and Restated Bylaws for Texas Roadhouse, Inc. dated as of May 16, 2024 (incorporated by reference to Exhibit 3.3 to the Registrant’s Current Report on Form 8-K dated May 16, 2024) |
| 4.1 | | Description of Securities |
| 10.1* | | Form of Indemnification Agreement for Director and Executive Officer (incorporated by reference to Exhibit 10.1 of Registrant’s Annual Report on Form 10-K for the year ended December 28, 2021) |
| 10.2 | | Form of Limited Partnership Agreement and Operating Agreement for certain company-managed Texas Roadhouse restaurants, including schedule of the owners of such restaurants and the aggregate interests held by directors, executive officers and 5% stockholders who are parties to such an agreement (incorporated by reference to Exhibit 10.10 to the Registration Statement on Form S-1 of Registrant) |
| 10.3 | | Form of Franchise Agreement and Preliminary Agreement for a Texas Roadhouse restaurant franchise, including schedule of directors, executive officers and 5% stockholders which have entered into either agreement (incorporated by reference to Exhibit 10.14 to the Registration Statement on Form S-1 of Registrant) |
| 10.4 | | Schedule of the owners of company-managed Texas Roadhouse restaurants and the aggregate interests held by directors, executive officers and 5% stockholders who are parties to Limited Partnership Agreements and Operating Agreements as of December 31, 2024 the form of which is set forth in Exhibit 10.2 of this Form 10-K |
| 10.5 | | Schedule of the directors, executive officers and 5% stockholders which have entered into Franchise Agreements or Preliminary Agreements for a Texas Roadhouse Franchise as of December 31, 2024 the form of which is set forth in Exhibit 10.3 of this Form 10-K |
| 10.6* | | Texas Roadhouse, Inc. 2013 Long-Term Incentive Plan (incorporated by reference from Appendix A to the Texas Roadhouse, Inc. Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 5, 2013) |
| 10.7* | | Amended and Restated Form of Restricted Stock Unit Award Agreement under the Texas Roadhouse, Inc. 2013 Long-Term Incentive Plan for non-officers (incorporated by reference to Exhibit 10.41 to the Registrant’s Annual Report on Form 10-K for the year ended December 30, 2014) |
| 10.8* | | Second Amended and Restated Deferred Compensation Plan of Texas Roadhouse Management Corp., as amended December 19, 2007 and December 31, 2008 (incorporated by reference to Exhibit 10.42 to the Registrant’s Annual Report on Form 10-K for the year ended December 30, 2014) |
| | ||
| ExhibitNo. | | Description |
| 10.9* | | Third Amended and Restated Deferred Compensation Plan of Texas Roadhouse Management Corp., effective January 1, 2010 (incorporated by reference to Exhibit 10.43 to the Registrant’s Annual Report on Form 10-K for the year ended December 30, 2014) |
| 10.10 | | Master Lease Agreement dated October 26, 2018 between Paragon Centre Holdings, LLC and Texas Roadhouse Holdings LLC (incorporated by reference to Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 25, 2018) |
| 10.11 | | Amended and Restated Credit Agreement dated as of August 7, 2017, by and among Texas Roadhouse Inc., and the lenders named therein and JPMorgan Chase Bank, N.A., as Administrative Agent (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K dated August 7, 2017) |
| 10.12 | | Assignment and Assumption Agreement between Texas Roadhouse Holdings LLC and Texas Roadhouse, Inc. dated October 26, 2018 (incorporated by reference to Exhibit 10.27 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2019) |
| 10.13 | | First Amendment to Paragon Centre Master Lease Agreement between Paragon Centre Holdings, LLC and Texas Roadhouse, Inc. dated December 13, 2019 (incorporated by reference to Exhibit 10.28 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2019) |
| 10.14 | | First Amendment to Amended and Restated Credit Agreement, dated as of May 11, 2020, by and among Texas Roadhouse, Inc., and the lenders named therein and JPMorgan Chase Bank, N.A. as Administrative Agent (incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on 8-K dated May 11, 2020) |
| 10.15 | | Second Amendment to Amended and Restated Credit Agreement dated as of May 4, 2021 by and among Texas Roadhouse, Inc. and the lenders named therein and JPMorgan Chase Bank, N.A. as Administrative Agent (incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K dated May 4, 2021) |
| 10.16* | | Texas Roadhouse, Inc. 2021 Long-Term Incentive Plan (incorporated by reference from Appendix A to the Texas Roadhouse, Inc. Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 2, 2021) |
| 10.17* | | Form of Texas Roadhouse, Inc. 2021 Long-Term Incentive Plan Performance Stock Unit Award Agreement (incorporated by reference to Exhibit 10.1 of Registrant's Current Report on Form 8-K dated June 15, 2021) |
| 10.18* | | Form of Texas Roadhouse, Inc. 2021 Long-Term Incentive Plan Restricted Stock Unit Award Agreement (Officers) (incorporated by reference to Exhibit 10.1 of Registrant's Current Report on Form 8-K dated June 15, 2021) |
| 10.19* | | Form of Texas Roadhouse, Inc. 2021 Long-Term Incentive Plan Restricted Stock Unit Award Agreement (Member of Board of Directors) (incorporated by reference to Exhibit 10.1 of Registrant's Current Report on Form 8-K dated June 15, 2021) |
| 10.20* | | Employment Agreement between Texas Roadhouse Management Corp. and Christopher C. Colson dated December 27, 2024 |
| 10.21* | | Employment Agreement between Texas Roadhouse Management Corp. and Travis C. Doster dated December 27, 2024 |
| 10.22* | | Employment Agreement between Texas Roadhouse Management Corp. and David Christopher Monroe dated December 27, 2024 |
| 10.23* | | Employment Agreement between Texas Roadhouse Management Corp. and Gerald L. Morgan dated December 27, 2024 |
| 10.24* | | Employment Agreement between Texas Roadhouse Management Corp. and Hernan E. Mujica dated December 27, 2024 |
| 10.25* | | Employment Agreement between Texas Roadhouse Management Corp. and Regina A. Tobin dated December 27, 2024 |
| 10.26 | | Amendment No. 3 to Amended and Restated Credit Agreement dated May 19, 2023 by and among Texas Roadhouse, Inc., the lenders named therein and JPMorgan Chase Bank, N.A., as Administrative Agent (incorporated by reference to Exhibit 10.1 to Registrant’s Current Report on Form 8‑K dated May 19, 2023) |
| 10.27* | | Form of Texas Roadhouse, Inc. 2021 Long-Term Incentive Plan Restricted Stock Unit Award Agreement (Non-Officers) (incorporated by reference to Exhibit 10.2 to Registrant’s of the Registrant’s Quarterly Report on Form 10-Q for the period ended September 26, 2023) |
| 19.1 | | Texas Roadhouse, Inc. Stock Trading Policy |
| | ||
| ExhibitNo. | | Description |
| 21.1 | | List of Subsidiaries |
| 23.1 | | Consent of KPMG LLP, Independent Registered Public Accounting Firm |
| 31.1 | | Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
| 31.2 | | Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
| 31.3 | | Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
| 32.1 | | Certifications pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
| 97* | | Texas Roadhouse, Inc. Policy for Recovery of Incentive Compensation for Executive Officers dated November 9, 2023 |
| 101 | | The following financial statements from the Texas Roadhouse, Inc. Annual Report on Form 10-K for the year ended December 31, 2024, filed February 28, 2025, formatted in inline eXtensible Business Reporting Language (iXBRL): (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Income, (iii) Consolidated Statements of Stockholders’ Equity, (iv) Consolidated Statements of Cash Flows, and (v) the Notes to the Consolidated Financial Statements. |
| 104 | | Cover page, formatted in iXBRL and contained in Exhibit 101. |
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