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First Watch Restaurant Group, Inc.

For the period ended Dec 28, 2025. Filed Feb 24, 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 Feb 24, 2026

FWRG$13.44-3.0%Stored close · as of Nov 10, 2026

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Contents

Item 15. Exhibits and Financial Statement Schedules

(a) Documents filed as part of this Annual Report on Form 10-K:

  1. Financial Statements

Consolidated financial statements filed as part of this report are listed under Item 8, “Financial Statements and Supplementary Data.”

  1. Financial Statement Schedules

No schedules are required because either the required information is not present or is not present in amounts sufficient to require submission of the schedule, or because the information required is included in the consolidated financial statements or notes thereto.

  1. Exhibits
Exhibit No.DESCRIPTIONFILINGS REFERENCED FOR INCORPORATION BY REFERENCE
3.1Amended and Restated Certificate of Incorporation of First Watch Restaurant Group, Inc.October 6, 2021, Form 8-K, Exhibit 3.1
3.2Certificate of Amendment of the Amended and Restated Certificate of Incorporation of First Watch Restaurant Group, Inc.March 11, 2025, Form 10-K, Exhibit 3.2
3.3Amended and Restated Bylaws of First Watch Restaurant Group, Inc.October 6, 2021, Form 8-K, Exhibit 3.2
4.1Form of Certificate of Common StockSeptember 7, 2021, Form S-1, Exhibit 4.1
4.2Registration Rights Agreement by and among First Watch Restaurant Group, Inc. and the other parties thereto, dated as of October 1, 2021March 23, 2022, Form 10-K, Exhibit 4.2
4.3Description of First Watch Restaurant Group, Inc. SecuritiesFiled herewith
10.1(a)Credit Agreement, dated as of October 6, 2021, by and among FWR Holding Corporation, AI Fresh Parent, Inc., the lenders party thereto, the other parties therein and Bank of America, N.A., as administrative agentOctober 6, 2021, Form 8-K, Exhibit 10.1
10.1(b)Amendment No. 1 to Credit Agreement dated as of February 24, 2023, between FWR Holding Corporation as Borrower, the lenders party thereto, the other parties therein and Bank of America N.A., as administrative agentMarch 7, 2023, Form 10-K, Exhibit 10.2
10.1(c)Amendment No. 2 to Credit Agreement dated as of January 5, 2024, by and among FWR Holding Corporation as Borrower, the lenders party thereto, the other parties thereto and Bank of America N.A., as administrative agentJanuary 8, 2024, Form 8-K, Exhibit 10.1
10.2*Employment Agreement, dated March 9, 2022, by and between First Watch Restaurant Group, Inc. and Christopher A. TomassoMarch 11, 2022, Form 8-K, Exhibit 10.1
10.3*Employment Agreement, dated August 21, 2017, by and between First Watch Restaurants, Inc. and Eric HartmanSeptember 7, 2021, Form S-1, Exhibit 10.5
10.4*Employment Agreement, dated August 21, 2017, by and between First Watch Restaurants, Inc. and Laura SorensenSeptember 7, 2021, Form S-1, Exhibit 10.4
10.5*Letter Agreement, dated February 1, 2021, by and between First Watch Restaurants, Inc. and Kenneth L. Pendery, Jr.September 7, 2021, Form S-1, Exhibit 10.8
10.6*Letter Agreement, dated July 12, 2018, by and between First Watch Restaurants, Inc. and Mel HopeMarch 23, 2022, Form 10-K, Exhibit 10.7
10.7*Letter Agreement, dated April 10, 2018, by and between First Watch Restaurants, Inc. and Jay WolszczakFiled herewith
10.8*First Watch Restaurant Group, Inc. 2017 Omnibus Equity Incentive Plan (formerly known as the AI Fresh Super Holdco, Inc. 2017 Omnibus Equity Incentive Plan)September 7, 2021, Form S-1, Exhibit 10.3
10.9*First Watch Restaurant Group, Inc. 2021 Equity Incentive PlanMarch 23, 2022, Form 10-K, Exhibit 10.9
10.13*Form of 2024 Restricted Stock Unit Award Agreement (Special Recognition Grant)March 5, 2024, Form 10-K, Exhibit 10.13
10.14*Form of 2025 Restricted Stock Unit Award Agreement (Retention Grant)Filed herewith
10.15*Form of Director and Officer Indemnification AgreementSeptember 7, 2021, Form S-1, Exhibit 10.7
10.17***Asset Purchase Agreement dated as of January 5, 2024, by and among VIM Holdings, LLC, its owners and affiliates, and First Watch Restaurants, Inc.January 8, 2024, Form 8-K, Exhibit 2.1
10.18***Asset Purchase Agreement dated as of November 8, 2024, by and among Good Morning Carolinas, LLC, its owners, and First Watch Restaurants, Inc.November 12, 2024, Form 8-K, Exhibit 2.1
10.20*First Watch Deferred Compensation Plan effective January 1, 2025Filed herewith
21.1List of subsidiariesFiled herewith
23.1Consent of Independent Registered Public Accounting FirmFiled herewith
31.1Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002Filed herewith
31.2Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002Filed herewith
32.1Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (**)Furnished herewith
101The financial information from First Watch Restaurant Group, Inc.’s Annual Report on Form 10-K for the fiscal year ended December 28, 2025, filed on February 24, 2026, formatted in Inline Extensible Business Reporting Language (“iXBRL”)Filed herewith
104Cover Page Interactive Date File (formatted as iXBRL and contained in Exhibit 101)Filed herewith
  • Denotes a management contract or compensatory plan or arrangement.

** This certification is not deemed to be “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that section. This certification will not be deemed to be incorporated by reference into any filing under the Securities Act or the Exchange Act, except to the extent that the registrant specifically incorporates them by reference.

***Disclosure schedules omitted pursuant to Item 601(b)(2) of Regulation S-K. The Company will furnish supplementally a copy of any omitted schedule to the SEC upon request. The Company may request confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended, for any schedules so furnished.

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