RED ROBIN GOURMET BURGERS INC

1. Basis of Presentation

The unaudited pro forma condensed consolidated financial information has been prepared in accordance with Article 11 of Regulation S-X and is based on the historical consolidated financial statements of Red Robin Gourmet Burgers, Inc. (the “Company”), as adjusted to give effect to the Transactions, including the second Op Burgers closing, and the transaction accounting adjustments described below.

The unaudited pro forma condensed consolidated balance sheet as of July 12, 2026 gives effect to the Transactions as if each had occurred on July 12, 2026. The unaudited pro forma condensed consolidated statements of operations and comprehensive income (loss) for the twenty-eight weeks ended July 12, 2026 and the fiscal year ended December 28, 2025 give effect to the Transactions as if each had occurred on December 30, 2024, the first day of the Company’s 2025 fiscal year.

The transaction accounting adjustments reflected in the unaudited pro forma condensed consolidated financial information are based on currently available information and assumptions that management believes are reasonable. The adjustments reflect the disposition of the assets and liabilities associated with the restaurants subject to the Transactions, the elimination of the historical revenues and expenses associated with such restaurants, the recognition of franchise-related revenues associated with the restaurants following refranchising, the estimated proceeds from the Transactions and related use of proceeds, and other related transaction accounting effects, as applicable.