Portillo's Inc.
For the period ended Mar 29, 2026. Filed May 5, 2026.
View on SEC.govAbout 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 29, 2026 · Filed May 5, 2026
PTLO$6.64-5.4%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-28; filed 2025-11-04.
0001871509-25-000152
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-29; filed 2026-05-05.
0001871509-26-000033
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsThe 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 169 previous paragraphs and 137 current paragraphs.
74 unchanged; 45 reworded; 17 added; 46 removed; 4 previous and 1 current paragraphs rearranged.
Tables are not compared: 8 previous and 7 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 (17)
Current report
•Operating income of $4.5 million, a decrease of $5.9 million
Current report
•Net loss of $0.5 million, a decrease of $4.5 million from net income of $4.0 million
Current report
•Restaurant-Level Adjusted EBITDA* of $34.8 million, a decrease of $1.8 million
Current report
We have announced the following leadership and governance changes:
Current report
•Brett Patterson was appointed President and Chief Executive Officer, effective February 23, 2026, and as principal executive officer effective February 25, 2026.
Current report
•Eugene I. Lee, Jr. was appointed Chair of the Board of Directors, effective March 10, 2026.
Current report
•Jennifer Pecoraro‑Striepling was appointed Chief Development Officer, effective March 16, 2026.
Current report
•Michelle Hook announced that she will depart from her role as Chief Financial Officer, effective May 5, 2025.
Current report
Additionally, during the first quarter of 2026, we introduced select permanent and limited time menu enhancements, intended to support guest engagement and increase attachment, consistent with our ongoing focus on menu innovation.
Current report
We will concentrate our strategic priorities on three key areas: operational excellence across all channels; a more integrated and targeted marketing approach; and a disciplined development strategy. These priorities support our commitment to improving transactions and Restaurant-Level Adjusted EBITDA, positive free cash flow and delivering long-term shareholder value.
Current report
During April, we have experienced negative same-restaurant sales trends, driven primarily by negative transaction and mix trends as we are lapping the benefit of our breakfast pilot from the prior year. We expect to have continued headwinds in May as we will be lapping our buy-one-get-one beef promotion from the prior year.
Current report
Other operating expenses for the quarter ended March 29, 2026 were $24.1 million compared to $21.8 million for the quarter ended March 30,
Current report
General and administrative expenses for the quarter ended March 29, 2026 were $20.4 million compared to $18.9 million for the quarter ended March 30, 2025, an increase of $1.5 million or 7.7%. This increase was primarily driven by higher equity‑based compensation and an increase in advertising and professional fees, including $0.5 million of dead site costs. The increase was partially offset by lower vacation-related wage expense, software licensing and legal expenses.
Current report
Other Income, Net
Current report
Other income, net, for the quarter ended March 29, 2026 was $0.3 million compared to $0.01 million for the quarter ended March 30, 2025, an increase of $0.3 million. This increase was primarily attributable to insurance proceeds received and a vendor settlement.
Current report
Interest expense for the quarter ended March 29, 2026 was $5.6 million compared to $5.7 million for the quarter ended March 30, 2025, a decrease of $0.1 million or 2.1%. This decrease was primarily driven by a year-over-year lower effective interest rate.
Current report
Refer to Note 8. Debt for further information on or about our obligations and the timing of expected payments.
Removed paragraphs (46)
Previous report
•Operating income of $5.4 million, a decrease of $10.6 million
Previous report
•Net income of $0.8 million, a decrease of $8.0 million
Previous report
•Restaurant-Level Adjusted EBITDA* of $36.7 million, a decrease of $5.3 million
Previous report
•Adjusted EBITDA* of $21.4 million, a decrease of $6.5 million
Previous report
Financial Highlights for the Three Quarters Ended September 28, 2025 vs. Three Quarters Ended September 29, 2024:
Previous report
•Total revenue of $546.3 million, an increase of 3.9% or $20.4 million
Previous report
•Same restaurant sales increase of +0.5%
Previous report
•Operating income of $33.3 million, a decrease of $10.9 million
Previous report
•Net income of $14.8 million, a decrease of $7.8 million
Previous report
•Restaurant-Level Adjusted EBITDA* of $117.8 million, a decrease of $5.1 million
Previous report
•Adjusted EBITDA* of $72.7 million, a decrease of $6.9 million
Previous report
On September 10, 2025, we announced a strategic reset of our development and growth plans to sharpen focus on our core markets, enhance unit economics, and position the Company for sustained success. The initiatives we announced directly align with these priorities and are anchored by the four goals below:
Previous report
•Drive transactions by reinforcing value and service.
Previous report
•Simplify operations, including the discontinuation of our Chicago breakfast pilot.
Previous report
•Sharpen focus with a more measured pace of new restaurant growth.
Previous report
•Optimize capital deployment to position Portillo’s for positive free cash flow in 2026.
Previous report
Additionally, on September 22, 2025, the Company's Board of Directors (the “Board”) announced the departure of Michael Osanloo from his role as President and Chief Executive Officer ("CEO") of the Company, effective September 21, 2025. In the interim, the Board appointed Mike Miles, as CEO of the Company, effective September 21, 2025. Mr. Miles serves as Chairman of the Board, where he has been a member since 2014. As previously disclosed, the Board has initiated a process to identify the Company's next CEO and has hired a global executive search firm to assist in the CEO search processes.
Previous report
During the third quarter, we opened our first in-line restaurant format. With the exception of the one in-line restaurant, all new restaurant openings in 2025 will be our “Restaurant of the Future” (RoTF 1.0) design, which is a smaller square footage prototype featuring a shorter, more efficient production line designed to reduce cost and provide excellent service to our guests.
Previous report
Revenues for the three quarters ended September 28, 2025 were $546.3 million compared to $525.9 million for the three quarters ended September 29, 2024, an increase of $20.4 million or 3.9%. The increase in revenues was primarily attributed to the opening of ten restaurants in 2024 and four restaurants in 2025 and an increase in our same-restaurant sales. Restaurants not in our Comparable Restaurant Base contributed $19.6 million of the total year-over-year increase. Same-restaurant sales increased 0.5%, or $2.5 million. The same-restaurant sales increase was attributable to an increase in average check of 2.7%, partially offset by a 2.2% decrease in transactions. The higher average check was primarily driven by an approximate 3.5% increase in menu prices, partially offset by a 0.8% decrease in product mix. To address inflationary cost pressures, we increased select menu prices by approximately 1.5% in January 2025, 1.0% in April 2025, and 0.7% in June 2025. For the purpose of calculating same-restaurant sales for the three quarters ended September 28, 2025, sales for 76 restaurants that were open for at least 24 full fiscal periods were included in the Comparable Restaurant Base.
Previous report
Food, beverage and packaging costs for the three quarters ended September 28, 2025 was $187.5 million compared to $178.8 million for the three quarters ended September 29, 2024, an increase of $8.7 million or 4.8%. This increase was primarily driven by a 3.9% increase in commodity prices and the opening of ten restaurants in 2024 and four restaurants in 2025. As a percentage of revenues, net, food, beverage and packaging costs increased 0.3% during the three quarters ended September 28, 2025. The increase was primarily due to an increase in certain commodity prices, partially offset by an increase in average check.
Previous report
Labor expenses for the three quarters ended September 28, 2025 were $143.5 million compared to $135.7 million for the three quarters ended September 29, 2024, an increase of $7.8 million or 5.8%. This increase was primarily driven by the opening of ten restaurants in 2024 and four restaurants in 2025, an increase in benefit expenses, and incremental investments to support our team members. As a percentage of revenues, net, labor increased 0.5% primarily due to lower transactions, higher benefit costs, incremental wage increases, and deleverage from our newer restaurant openings, partially offset by labor efficiencies and an increase in our average check.
Previous report
Occupancy expenses for the three quarters ended September 28, 2025 were $30.5 million compared to $27.7 million for the three quarters ended September 29, 2024, an increase of $2.8 million or 10.1%, primarily driven by the opening of ten restaurants in 2024 and four restaurants in 2025. As a percentage of revenues, net, occupancy expenses increased 0.3%.
Previous report
Other operating expenses for the three quarters ended September 28, 2025 were $67.0 million compared to $60.9 million for the three quarters ended September 29, 2024, an increase of $6.2 million or 10.1%, primarily due to the opening of ten restaurants in 2024 and four restaurants in 2025, and an increase in repairs and maintenance, utilities, and advertising expenses, partially offset by lower cleaning expenses due to vendor renegotiation. As a percentage of revenues, net, operating expenses increased 0.7% primarily due to the aforementioned increases in expenses, partially offset by an increase in our average check.
Previous report
General and administrative expenses for the quarter ended September 28, 2025 were $20.0 million compared to $18.3 million for the quarter ended September 29, 2024, an increase of $1.7 million or 9.4%. This increase was primarily driven by $3.3 million in dead site costs. This increase was partially offset by a $1.1 million net benefit resulting from the CEO transition. This benefit was due to the forfeiture of equity awards, offset by other transition expenses.
Previous report
General and administrative expenses for the three quarters ended September 28, 2025 were $57.7 million compared to $54.8 million for the three quarters ended September 29, 2024, an increase of $2.9 million or 5.4%. This increase was primarily driven by $3.3 million in dead site cost as well as increases in software license fees related to our enterprise resource planning ("ERP") and human capital management ("HCM") system implementations. This increase was partially offset by a $1.1 million net benefit resulting from the CEO transition. This benefit was due to the forfeiture of equity awards, offset by other transition expenses.
Previous report
Pre-opening expenses for the three quarters ended September 28, 2025 were $5.5 million compared to $5.3 million for the three quarters ended September 29, 2024, an increase of $0.2 million or 3.7%. This increase was due to the number and timing of activities related to our planned restaurant openings for the three quarters ended September 28, 2025 as compared to the three quarters ended September 29, 2024.
Previous report
Depreciation and amortization expense for the three quarters ended September 28, 2025 was $21.5 million compared to $20.7 million for the three quarters ended September 29, 2024, an increase of $0.8 million or 3.7%. This increase was primarily attributable to incremental depreciation of capital expenditures related to the opening of ten restaurants in 2024 and four restaurants in 2025, partially offset by a reduction in depreciation expense due to fully depreciated assets and disposals compared to the prior year period.
Previous report
Net income attributable to equity method investment for the quarter ended September 28, 2025 was $0.5 million compared to $0.4 million for the quarter ended September 29, 2024, an increase of $0.07 million or 18.0%. This increase was primarily driven by an increase in sales.
Previous report
Net income attributable to equity method investment for the three quarters ended September 28, 2025 was $1.0 million compared to $0.9 million for the three quarters ended September 29, 2024, an increase of $0.08 million or 8.1%. This increase was primarily driven by an increase in sales.
Previous report
Other Loss (Income), Net
Previous report
Other loss (income), net, for the quarter ended September 28, 2025 was a loss of $1.1 million compared to income of $0.4 million for the quarter ended September 29, 2024, a decrease of $1.5 million or 385.1%. This decrease was primarily attributable to a legacy Barnelli's trade name impairment charge and reduced sales tax filing discounts due to the new statutory cap implemented in Illinois on January 1, 2025, partially offset by a settlement received from a service provider regarding their performance.
Previous report
Other loss (income), net, for the three quarters ended September 28, 2025 was a loss of $0.8 million compared to income of $1.2 million for the three quarters ended September 29, 2024, a decrease of $2.0 million or 168.0%. This decrease was primarily attributable to a legacy Barnelli's trade name impairment charge and reduced sales tax filing discounts due to the new statutory cap implemented in Illinois on January 1, 2025, partially offset by a settlement received from a service provider regarding their performance.
Previous report
Interest expense for the quarter ended September 28, 2025 was $5.7 million compared to $6.5 million for the quarter ended September 29, 2024, a decrease of $0.8 million or 12.2%. This decrease was primarily driven by a lower effective interest rate attributable to the improved lending terms associated with our 2025 Credit Agreement amendment.
Previous report
Interest expense for the three quarters ended September 28, 2025 was $17.1 million compared to $19.6 million for the three quarters ended September 29, 2024, a decrease of $2.4 million or 12.5%. This decrease was primarily driven by a lower effective interest rate attributable to the improved lending terms associated with our 2025 Credit Agreement amendment.
Previous report
Interest income for the three quarters ended September 28, 2025 was $0.3 million compared to $0.2 million for the three quarters ended September 29, 2024, an increase of $0.1 million or 31.4%.
Previous report
The tax receivable agreement liability adjustment for the quarter ended September 28, 2025 was an expense of $0.4 million compared to a benefit of $1.7 million for the quarter ended September 29, 2024. The change was related to a remeasurement primarily due to activity under equity-based compensation plans and impacts from the One Big Beautiful Bill Act (the "Act") which was signed into law on July 4, 2025.
Previous report
(c) For the quarter ended September 29, 2024, same-restaurant sales compares the 13 weeks from July 1, 2024 through September 29, 2024 to the 13 weeks from July 3, 2023 through October 1, 2023. For the three quarters ended September 29, 2024, same-restaurant sales compares the 39 weeks from January 1, 2024 through September 29, 2024 to the 39 weeks from January 2, 2023 through October 1, 2023
Previous report
(5) Represents certain expenses that management believes are not indicative of ongoing operations, consisting primarily of certain professional fees included within general and administrative expenses.
Previous report
Refer to Note 8. Debt for a description of a Credit Agreement and the repayment of borrowings.
Previous report
Goodwill and Indefinite-Lived Intangible Assets
Showing the first 40 of 46 passages. Open the source sections for the rest.
Reworded paragraphs (45)
Previous wording
Portillo’s serves iconic Chicago street food in high-energy, multichannel restaurants designed to ignite the senses and create memorable dining experiences. Since our founding in 1963 in a small trailer called “The Dog House,” we have grown to become a treasured brand with a passionate (some might say obsessed) nationwide following. Our diverse menu features all-American favorites such as Chicago-style hot dogs and sausages, Italian beef sandwiches, char-broiled burgers, fresh chopped salads, crinkle-cut fries, homemade chocolate cake and our signature chocolate cake shake. We create a consumer experience like no other by combining the best attributes of fast-casual and quick-service concepts with an exciting energy-filled atmosphere in a restaurant model capable of generating tremendous volumes. Nearly all of our restaurants were built with double lane drive-thrus and have been thoughtfully designed with a layout that accommodates a variety of access modes including dine-in, carryout, delivery and catering to quickly and efficiently serve our guests. We believe the combination of our craveable food, multichannel sales model, dedication to operational excellence, and distinctive team member-driven culture gives us a competitive advantage.
Current wording
Portillo’s serves iconic Chicago street food in high-energy, multichannel restaurants designed to ignite the senses and create memorable dining experiences. Since our founding in 1963 in a small trailer that Dick Portillo called “The Dog House,” we have grown to become a treasured brand with a passionate (some might say obsessed) nationwide following. Our diverse menu features all-American favorites such as Chicago-style hot dogs and sausages, Italian beef sandwiches, char-broiled burgers, fresh chopped salads, crinkle-cut fries, homemade chocolate cake and our signature chocolate cake shake. We create a consumer experience like no other by combining the best attributes of fast-casual and quick-service concepts with an exciting energy-filled atmosphere in a restaurant model capable of generating tremendous volumes. Nearly all of our restaurants were built with double lane drive-thrus and have been thoughtfully designed with a layout that accommodates a variety of access modes including dine-in, carryout, delivery and catering to quickly and efficiently serve our guests. We believe the combination of our craveable food, multichannel sales model, dedication to operational excellence, and distinctive team member-driven culture gives us a competitive advantage.
Previous wording
As of September 28, 2025, we owned and operated 98 Portillo’s restaurants across ten states, including a restaurant owned by C&O Chicago, L.L.C. ("C&O") of which Portillo’s owns 50% of the equity.
Current wording
As of March 29, 2026, we owned and operated 106 Portillo’s restaurants across eleven states, including a restaurant owned by C&O Chicago, L.L.C. ("C&O") of which Portillo’s owns 50% of the equity.
Previous wording
•Total revenue of $181.4 million, an increase of 1.8% or $3.2 million
Current wording
•Total revenue of $182.6 million, an increase of 3.5% or $6.2 million
Previous wording
•Same-restaurant sales decrease of -0.8%
Current wording
•Same-restaurant sales decrease of -0.1%
Previous wording
Net income attributable to non-controlling interests for the three quarters ended September 28, 2025 was $1.6 million, compared to net income attributable to non-controlling interest of $4.4 million for the three quarters ended September 29, 2024, a decrease of $2.8 million or 64.0%. The decrease in net income attributable to non-controlling interests for the three quarters ended September 28, 2025 was primarily due to a decrease in net income and a decrease in the non-controlling interest holders' weighted average ownership to 9.6% for the three quarters ended September 28, 2025 from 17.7% for the three quarters ended September 29, 2024.
Current wording
•Adjusted EBITDA* of $18.5 million, a decrease of $2.8 million
Previous wording
Adjusted EBITDA and Restaurant-Level Adjusted EBITDA are non-GAAP measures. Definitions and reconciliations of Adjusted EBITDA to net income (loss) and Restaurant-Level Adjusted EBITDA to operating income the most directly comparable financial measures presented in accordance with GAAP, are set forth under the section "Key Performance Indicators and Non-GAAP Financial Measures".
Current wording
Restaurant-Level Adjusted EBITDA and Adjusted EBITDA are non-GAAP measures. Definitions and reconciliations of Adjusted EBITDA to net (loss) income and Restaurant-Level Adjusted EBITDA to operating income, the most directly comparable financial measures presented in accordance with GAAP, are set forth under the section "Key Performance Indicators and Non-GAAP Financial Measures".
Previous wording
In the quarter and three quarters ended September 28, 2025, total revenue grew 1.8% or $3.2 million and 3.9% or $20.4 million, respectively, primarily due to new restaurant openings in 2024 and 2025. Same-restaurant sales declined 0.8% during the quarter ended September 28, 2025, compared to a 0.9% same-restaurant sales decline during the quarter ended September 29, 2024. Same-restaurant sales increased 0.5% during the three quarters ended September 28, 2025, compared to a 0.9% same-restaurant sales decline during the three quarters ended September 29, 2024. Refer to "Selected Operating Data" section below for definition of Same-Restaurant Sales.
Current wording
In the quarter ended March 29, 2026, total revenue grew 3.5% or $6.2 million, primarily due to new restaurant openings in 2025 and 2026, partially offset by a decline in same-restaurant sales. Same-restaurant sales declined 0.1% during the quarter ended March 29, 2026, compared to a 1.8% increase during the quarter ended March 30, 2025. Refer to "Selected Operating Data" section below for definition of Same-Restaurant Sales.
Previous wording
In the quarter and three quarters ended September 28, 2025, commodity inflation was 6.3% and 3.9%, respectively, compared to 3.6% and 5.1% for the quarter and three quarters ended September 29, 2024, respectively. Labor, as a percentage of revenue, net, increased 0.8% and 0.5% during the quarter and three quarters ended September 28, 2025, respectively, compared to the quarter and three quarters ended September 29, 2024, primarily due to lower transactions, incremental wage rate increases, higher benefit costs, and deleverage from our newer restaurant openings, partially offset by a higher average check and labor efficiencies. We increased certain menu prices by approximately 1.5% in January 2025, 1.0% in April 2025, and 0.7% in June 2025.
Current wording
In the quarter ended March 29, 2026, commodity inflation was 1.8%, compared to 3.4% for the quarter ended March 30, 2025. Labor, as a percentage of revenue, net increased 0.3% during the quarter ended March 29, 2026, compared to the quarter ended March 30, 2025, primarily due to higher benefit costs, incremental wage rate increases and deleverage from our newer restaurant openings, partially offset by labor efficiencies. We increased certain menu prices by approximately 2.0% in April 2026.
Previous wording
During the quarter ended September 28, 2025, we opened four restaurants. Subsequent to September 28, 2025, we opened one additional restaurant, bringing our total restaurant count to 99, as of the filing of this Quarterly Report on Form 10-Q, including a restaurant owned by C&O of which Portillo’s owns 50% of the equity. We plan to open three more restaurants in the fourth quarter, including our first restaurant in Georgia, for a total of 8 new restaurants opened in the fiscal year 2025.
Current wording
During the quarter ended March 29, 2026, we opened four restaurants. Subsequent to March 29, 2026, we opened one additional restaurant, bringing our total restaurant count to 107, as of the filing of this Quarterly Report on Form 10-Q, including a restaurant owned by C&O, of which Portillo’s owns 50% of the equity. We plan to open three additional restaurants in the remainder of fiscal 2026, including our first airport location at Dallas–Fort Worth International Airport and our second in-line location which will be in Chicago.
Previous wording
Below are the restaurants opened since the beginning of fiscal 2025:
Current wording
Below are the restaurants opened thus far in fiscal 2026:
Previous wording
The following table summarizes our results of operations for the quarter and three quarters ended September 28, 2025 and September 29, 2024 (in thousands):
Current wording
The following table summarizes our results of operations for the quarters ended March 29, 2026 and March 30, 2025 (in thousands):
Previous wording
Revenues for the quarter ended September 28, 2025 were $181.4 million compared to $178.3 million for the quarter ended September 29, 2024, an increase of $3.2 million or 1.8%. The increase in revenues was primarily attributed to the opening of eight restaurants in the third and fourth quarters of 2024 and four restaurants in 2025, partially offset by a decrease in our same-restaurant sales. Restaurants not in our Comparable Restaurant Base (as defined in "Selected Operating Data" below) contributed $5.6 million of the total year-over-year increase. Same-restaurant sales decreased 0.8%, or $1.2 million in the quarter. The same-restaurant sales decline was attributable to a 2.2% decrease in transactions, partially offset by an increase in average check of 1.4%. The higher average check was driven by an approximate 3.2% increase in certain menu prices, partially offset by a 1.8% decrease in product mix. For the purpose of calculating same-restaurant sales for the quarter ended September 28, 2025, sales for 76 restaurants that were open for at least 24 full fiscal periods were included in the Comparable Restaurant Base.
Current wording
Revenues for the quarter ended March 29, 2026 were $182.6 million compared to $176.4 million for the quarter ended March 30, 2025, an increase of $6.2 million or 3.5%. The increase in revenues was primarily attributed to the opening of eight restaurants in fiscal 2025 and four restaurants during the quarter ended March 29, 2026, partially offset by a decrease in our same-restaurant sales. Restaurants not in our Comparable Restaurant Base (as defined in "Selected Operating Data" below) contributed $7.7 million of the total year-over-year increase. Same-restaurant sales decreased 0.1%, or $0.2 million in the quarter. The same-restaurant sales decline was attributable to a decrease in average check of 0.9%, partially offset by an increase in transactions of 0.8%. The lower average check was driven by an approximate 1.0% decrease in product mix, partially offset by a 0.1% increase in certain menu prices, net of promotional offers. For the purpose of calculating same-restaurant sales for the quarter ended March 29, 2026, sales for 83 restaurants that were open for at least 24 full fiscal periods were included in the Comparable Restaurant Base.
Previous wording
Food, beverage and packaging costs include the direct costs associated with food and beverages, including packaging products and third-party delivery commissions. The components of food, beverage and packaging costs are variable by nature, change with sales volume, are impacted by product mix and are subject to increases or decreases in commodity costs, as well as geographic scale and proximity.
Current wording
Food, beverage and packaging costs include the direct costs associated with food, beverage and packaging of our menu items and third-party delivery commissions. The components of food, beverage and packaging costs are variable by nature, change with sales volume, are impacted by product and channel mix and are subject to increases or decreases in commodity costs, as well as geographic scale and proximity.
Previous wording
Food, beverage and packaging costs for the quarter ended September 28, 2025 were $62.6 million compared to $60.1 million for the quarter ended September 29, 2024, an increase of $2.5 million or 4.1%. This increase was primarily driven by a 6.3% increase in commodity prices and the opening of eight restaurants during the third and fourth quarters of 2024 and four restaurants in 2025. As a percentage of revenues, net, food, beverage and packaging costs increased 0.8% during the quarter ended September 28, 2025. The increase was primarily due to an increase in certain commodity prices, partially offset by an increase in average check.
Current wording
Food, beverage and packaging costs for the quarter ended March 29, 2026 were $63.3 million compared to $61.1 million for the quarter ended March 30, 2025, an increase of $2.2 million or 3.6%. This increase was primarily driven by a 1.8% increase in commodity prices and the opening of eight restaurants in 2025 and four restaurants during the quarter ended March 29, 2026. As a percentage of revenues, net, food, beverage and packaging costs increased 0.1% during the quarter ended March 29, 2026. The increase was primarily due to an increase in certain commodity prices, partially offset by an increase in certain menu prices, net of promotional offers.
Previous wording
Labor expenses for the quarter ended September 28, 2025 were $48.3 million compared to $45.9 million for the quarter ended September 29, 2024, an increase of $2.3 million or 5.0%. This increase was primarily driven by the opening of eight restaurants in the third and fourth quarters of 2024 and four restaurants in 2025, and incremental investments to support our team members. As a percentage of revenues, net, labor increased 0.8% during the quarter ended September 28, 2025. The increase was primarily due to lower transactions, incremental wage increases, higher benefit costs, and deleverage from our newer restaurant openings, partially offset by an increase in our average check and labor efficiencies.
Current wording
Labor expenses for the quarter ended March 29, 2026 were $49.2 million compared to $46.9 million for the quarter ended March 30, 2025, an increase of $2.3 million or 5.0%. This increase was primarily driven by the opening of eight restaurants in 2025 and four restaurants during the quarter ended March 29, 2026, and incremental investments to support our team members. As a percentage of revenues, net, labor increased 0.3% during the quarter ended March 29, 2026. The increase was primarily due to deleverage from our newer restaurant openings, higher benefit costs, and incremental wage rate increases, partially offset by labor efficiencies.
Previous wording
Occupancy expenses for the quarter ended September 28, 2025 were $10.5 million compared to $9.2 million for the quarter ended September 29, 2024, an increase of $1.4 million or 14.7%, primarily driven by the opening of eight restaurants in the third and fourth quarters of 2024 and four restaurants in 2025. As a percentage of revenues, net, occupancy expenses increased 0.7%.
Current wording
Occupancy expenses for the quarter ended March 29, 2026 were $11.2 million compared to $10.0 million for the quarter ended March 30, 2025, an increase of $1.2 million or 11.6%, primarily driven by the opening of eight restaurants in 2025 and four restaurants during the quarter ended March 29, 2026. As a percentage of revenues, net, occupancy expenses increased 0.4% primarily driven by higher occupancy costs and revenue deleverage at new restaurants.
Previous wording
Other operating expenses consist of direct marketing expenses, utilities and other operating expenses incidental to operating our restaurants, such as credit card fees and repairs and maintenance.
Current wording
Other operating expenses consist of direct marketing expenses, utilities and other expenses incidental to operating our restaurants, such as credit card fees and repairs and maintenance.
Previous wording
Other operating expenses for the quarter ended September 28, 2025 were $23.3 million compared to $21.1 million for the quarter ended September 29, 2024, an increase of $2.3 million or 10.8%, primarily due to the opening of eight restaurants in the third and fourth quarters of 2024 and four restaurants in 2025, and an increase in repairs and maintenance, utilities, and advertising expense, partially offset by lower cleaning expenses due to vendor renegotiation. As a percentage of revenues, net, operating expenses increased 1.1% primarily due to the aforementioned increases in expenses, partially offset by an increase in our average check.
Current wording
2025, an increase of $2.3 million or 10.7%, primarily due to the opening of eight restaurants in 2025 and four restaurants during the quarter ended March 29, 2026, and an increase in repairs and maintenance, operating supplies and insurance expense partially offset by lower cleaning expenses. As a percentage of revenues, net, operating expenses increased 0.8% primarily due to the aforementioned increases in expenses and revenue deleverage at new restaurants.
Previous wording
Pre-opening expenses for the quarter ended September 28, 2025 were $3.3 million compared to $1.7 million for the quarter ended September 29, 2024, an increase of $1.5 million or 86.6%. The increase was due to the number and timing of activities related to our planned restaurant openings for the quarter ended September 28, 2025 as compared to the quarter ended September 29, 2024.
Current wording
Pre-opening expenses for the quarter ended March 29, 2026 were $2.6 million compared to $0.5 million for the quarter ended March 30, 2025, an increase of $2.0 million or 402.0%. The increase was due to the number and timing of activities related to our planned restaurant openings, including higher pre-opening activity associated with new market locations, for the quarter ended March 29, 2026 as compared to the quarter ended March 30, 2025.
Previous wording
Depreciation and amortization expense for the quarter ended September 28, 2025 was $7.3 million compared to $6.7 million for the quarter ended September 29, 2024, an increase of $0.6 million or 9.5%. This increase was primarily attributable to incremental depreciation from capital expenditures related to the opening of eight restaurants in the third and fourth quarters of 2024 and four restaurants in 2025, offset by a reduction in depreciation expense due to fully depreciated assets and disposals compared to the prior year period.
Current wording
Depreciation and amortization expense for the quarter ended March 29, 2026 was $7.9 million compared to $7.0 million for the quarter ended March 30, 2025, an increase of $0.9 million or 12.7%. This increase was primarily attributable to incremental depreciation of capital expenditures related to the opening of eight restaurants in 2025 and four restaurants during the quarter ended March 29, 2026.
Previous wording
Other loss (income), net, includes among other items, income resulting from discounts received for timely filing of sales tax returns, management fee income associated with our investment in C&O, trading gains or losses on our deferred compensation plan, gains or losses on asset disposals, and asset impairment charges.
Current wording
Other income, net, includes among other items, management fee income associated with our investment in C&O, trading gains or losses on our deferred compensation plan, gains or losses on asset disposals, and income resulting from discounts received for timely filing of sales tax returns.
Previous wording
Our effective interest rate was 6.90%as of September 28, 2025 and 8.32% as of September 29, 2024.
Current wording
Our effective interest rate was 6.52%as of March 29, 2026 and 7.02% as of March 30, 2025.
Previous wording
Interest income primarily consists of interest earned on our cash and cash equivalents.
Current wording
Interest income primarily consists of interest earned on our cash, cash equivalents and restricted cash.
Previous wording
We are party to a Tax Receivable Agreement liability with certain members of PHD Group Holdings LLC and its subsidiaries ("Portillo's OpCo”) that provides for the payment by us of 85% of the amount of tax benefits, if any, that Portillo's Inc. actually realizes or in some cases is deemed to realize as a result of certain transactions. On January 24, 2025, we entered into an Amendment to the Tax Receivable Agreement (the "Amendment") with Portillo's OpCo and the TRA Party Representative, as defined in the agreement. The Amendment replaces the LIBOR based interest rate with a Term Secured Overnight Financing Rate ("SOFR") based rate.
Current wording
We are party to a Tax Receivable Agreement liability with certain members of PHD Group Holdings LLC and its subsidiaries ("Portillo's OpCo”) that provides for the payment by us of 85% of the amount of tax benefits, if any, that Portillo's Inc. actually realizes or in some cases is deemed to realize as a result of certain transactions.
Previous wording
The tax receivable agreement liability adjustment for the three quarters ended September 28, 2025 was a benefit of $2.1 million compared to a benefit of $2.7 million for the three quarters ended September 29, 2024. The change was related to a remeasurement primarily due to activity under equity-based compensation plans and impacts from the Act.
Current wording
The Tax Receivable Agreement liability adjustment for the quarter ended March 29, 2026 was $0.4 million compared to $0.6 million for the quarter ended March 30, 2025. The change was related to a remeasurement primarily due to activity under equity-based compensation plans.
Previous wording
Income tax benefit for the quarter ended September 28, 2025 was $1.2 million compared to income tax expense of $2.5 million for the quarter ended September 29, 2024, a decrease of $3.8 million or 149.1%. Our effective income tax rate for the quarter ended September 28, 2025 was 268.2%, compared to 22.4% for the quarter ended September 29, 2024. The increase in our effective income tax rate for the quarter ended September 28, 2025 compared to the quarter ended September 29, 2024 was primarily driven by a decrease in the valuation allowance related to the separation of Mr. Osanloo. This increases the effective income tax rate because the Company recorded a pre-tax loss for the quarter ended September 28, 2025.
Current wording
Income tax benefit for the quarter ended March 29, 2026 was $0.2 million compared to income tax expense of $1.4 million for the quarter ended March 30, 2025, a decrease of $1.5 million or 112.1%. Our effective income tax rate for the quarter ended March 29, 2026 was 24.4%, compared to 25.4% for the quarter ended March 30, 2025. The decrease in our effective income tax rate for the quarter ended March 29, 2026 compared to the quarter ended March 30, 2025 was primarily driven by an increase in the valuation allowance related to equity-based compensation expense for certain executive officers. This decreases the effective income tax rate because the Company recorded a pre-tax loss for the quarter ended March 29, 2026. This decrease is partially offset by an increase in the Company's ownership interest in Portillo's OpCo, which increases its share of taxable income (loss) of Portillo's OpCo.
Previous wording
We are the sole managing member of Portillo's OpCo. We manage and operate the business and control the strategic decisions and day-to-day operations of Portillo’s OpCo and we also have a substantial financial interest in Portillo’s OpCo. Accordingly, we consolidate the financial results of Portillo’s OpCo, and a portion of our net income is allocated to non-controlling interests to reflect the entitlement of the pre-IPO LLC Members who retained their equity ownership in Portillo's OpCo (the "pre-IPO LLC Members"). The weighted average ownership percentages for the applicable reporting periods are used to attribute net income (loss) to Portillo's Inc. and the non-controlling interest holders.
Current wording
We are the sole managing member of Portillo's OpCo. We manage and operate the business and control the strategic decisions and day-to-day operations of Portillo’s OpCo and we also have a substantial financial interest in Portillo’s OpCo. Accordingly, we consolidate the financial results of Portillo’s OpCo, and a portion of our net (loss) income is allocated to non-controlling interests to reflect the entitlement of the pre-IPO LLC Members who retained their equity ownership in Portillo's OpCo (the "pre-IPO LLC Members"). The weighted average ownership percentages for the applicable reporting periods are used to attribute net (loss) income to Portillo's Inc. and the non-controlling interest holders.
Previous wording
Net loss attributable to non-controlling interests for the quarter ended September 28, 2025 was $0.4 million, compared to net income attributable to non-controlling interests of $1.6 million for the quarter ended September 29, 2024, a decrease of $2.0 million or 127.8%. The decrease in net income attributable to non-controlling interests for the quarter ended September 28, 2025 was primarily due to a decrease in net income for the quarter ended September 28, 2025 and a decrease in the non-controlling interest holders' weighted average ownership to 4.6% for the quarter ended September 28, 2025 from 15.8% for the quarter ended September 29, 2024.
Current wording
Net loss attributable to non-controlling interests for the quarter ended March 29, 2026 was $0.1 million, compared to net income attributable to non-controlling interests of $0.7 million for the quarter ended March 30, 2025, a decrease of $0.8 million or 115.8%. The decrease in net income attributable to non-controlling interests for the quarter ended March 29, 2026 was primarily due to a decrease in net income for the quarter ended March 29, 2026, partially offset by a decrease in the pre-IPO LLC Members non-controlling interest holders' weighted average ownership to 4.6% for the quarter ended March 29, 2026 from 14.4% for the quarter ended March 30, 2025.
Previous wording
The change in same-restaurant sales is the percentage change in year-over-year revenue for the comparable restaurant base, which is defined as the number of restaurants open for at least 24 full fiscal periods (the “Comparable Restaurant Base”). For the three quarters ended September 28, 2025 and September 29, 2024, there were 76 and 70 restaurants in our Comparable Restaurant Base, respectively. The Comparable Restaurant Base excludes C&O.
Current wording
The change in same-restaurant sales is the percentage change in year-over-year revenue for the comparable restaurant base, which is defined as the number of restaurants open for at least 24 full fiscal periods (the “Comparable Restaurant Base”). For the quarter ended March 29, 2026 and March 30, 2025, there were 83 and 74 restaurants in our Comparable Restaurant Base, respectively. The Comparable Restaurant Base excludes C&O.
Previous wording
AUV is the total revenue recognized in the Comparable Restaurant Base, including C&O, divided by the number of restaurants in the Comparable Restaurant Base, including C&O, by period.
Current wording
AUV is the total revenue (excluding gift card and Perks breakage) recognized in the Comparable Restaurant Base, including C&O, divided by the number of restaurants in the Comparable Restaurant Base, including C&O, by period.
Previous wording
Adjusted EBITDA represents net income before depreciation and amortization, interest expense, interest income and income taxes, adjusted for the impact of certain non-cash and other items that we do not consider in our evaluation of ongoing core operating performance as identified in the reconciliation of net income, the most directly comparable GAAP measure to Adjusted EBITDA. Adjusted EBITDA Margin represents Adjusted EBITDA as a percentage of revenues, net.
Current wording
Adjusted EBITDA represents net (loss) income before depreciation and amortization, interest expense, interest income and income taxes, adjusted for the impact of certain non-cash and other items that we do not consider in our evaluation of ongoing core operating performance as identified in the reconciliation of net (loss) income, the most directly comparable GAAP measure to Adjusted EBITDA. Adjusted EBITDA Margin represents Adjusted EBITDA as a percentage of revenues, net.
Previous wording
The following table reconciles net income to Adjusted EBITDA and Adjusted EBITDA margin (in thousands):
Current wording
The following table reconciles net (loss) income to Adjusted EBITDA and Adjusted EBITDA margin (in thousands):
Previous wording
(2) Represents non-capitalized third party consulting and software licensing costs incurred in connection with the implementation of a new ERP and HCM systems which are included within general and administrative expenses.
Current wording
(2) Represents non-capitalized third party consulting and software licensing costs incurred in connection with the implementation of a new HCM system which are included within general and administrative expenses.
Previous wording
(4) Represents loss on disposal of property and equipment and a legacy Barnelli's trade name impairment charge included within other loss (income), net.
Current wording
(4) Represents loss on disposal of property and equipment included within other income, net.
Previous wording
(6) Represents costs of $1.5 million in connection with the departure of our CEO and $2.9 million of costs related to the Company's strategic reset of its development and growth plans that are included within general and administrative expenses.
Current wording
(5) Represents $0.5 million of costs related to the Company's strategic reset of its development and growth plans and $0.2 million related to CEO transition and replacement costs. These costs are included within general and administrative expenses.
Previous wording
Our primary sources of liquidity are cash from operations, cash and cash equivalents on hand, and availability under our 2025 Revolver Facility. As of September 28, 2025, we maintained a cash and cash equivalents and restricted cash balance of $17.2 million and had $68.6 million of availability under our 2025 Revolver Facility, after giving effect to $4.4 million in outstanding letters of credit.
Current wording
Our primary sources of liquidity are cash from operations, cash and cash equivalents on hand, and availability under our 2025 Revolver Facility. As of March 29, 2026, we maintained a cash and cash equivalents and restricted cash balance of $24.0 million and had $41.6 million of availability under our 2025 Revolver Facility, after giving effect to $4.4 million in outstanding letters of credit.
Previous wording
Our primary requirements for liquidity are to fund our working capital needs, operating lease obligations, capital expenditures, and general restaurant support center needs. Our requirements for working capital are not significant because our guests pay for their food and beverage purchases in cash or on debit or credit cards at the time of the sale and we are able to sell many of our inventory items before payment is due to the supplier of such items. Our ongoing capital expenditures are principally related to opening of new restaurants, existing capital investments (both for remodels and maintenance), as well as investments in our restaurant support center infrastructure.
Current wording
Our primary requirements for liquidity are to fund our working capital needs, operating lease obligations, capital expenditures, and general Restaurant Support Center needs. Our requirements for working capital are not significant because our guests pay for their food and beverage purchases in cash or on debit or credit cards at the time of the sale and we are able to sell many of our inventory items before payment is due to the supplier of such items. Our ongoing capital expenditures are principally related to opening of new restaurants, existing capital investments (both for remodels and maintenance), as well as investments in our Restaurant Support Center infrastructure. Additionally, we continue to invest in technology, including upgrades to our IT infrastructure, to improve operational efficiency and the guest experience.
Previous wording
As of September 28, 2025, we estimate that our obligation for future payments under the TRA totaled $353.2 million. Amounts payable under the TRA are contingent upon, among other things, (i) generation of future taxable income over the term of the TRA and (ii) future changes in tax laws. If we do not generate sufficient taxable income in the aggregate over the term of the TRA to utilize the tax benefits, then we would not be required to make the related TRA payments. The payments that we are required to make will generally reduce the amount of overall cash flow that might have otherwise been available to us, but we expect the cash tax savings we will realize to fund the required payments. Assuming no material changes in relevant tax law and that we earn sufficient taxable income to realize all tax benefits that are subject to the TRA, we estimate that the tax savings associated with all tax attributes described above would aggregate to approximately $415.6 million as of September 28, 2025. Under this scenario, we would be required to pay the TRA Parties approximately 85% of such amount, or $353.2 million, primarily over the next 15 years, substantially declining in year 16 through year 47. In the three quarters ended September 28, 2025 and September 29, 2024, we made TRA payments of $7.7 million relating to tax year 2023 and $4.4 million relating to tax year 2022, respectively. We expect a payment of $7.8 million relating to tax year 2024 to be paid within the next 12 months.
Current wording
As of March 29, 2026, we estimate that our obligation for future payments under the TRA totaled $344.2 million. Amounts payable under the TRA are contingent upon, among other things, (i) generation of future taxable income over the term of the TRA and (ii) future changes in tax laws. If we do not generate sufficient taxable income in the aggregate over the term of the TRA to utilize the tax benefits, then we would not be required to make the related TRA payments. The payments that we are required to make will generally reduce the amount of overall cash flow that might have otherwise been available to us, but we expect the cash tax savings we will realize to fund the required payments. Assuming no material changes in relevant tax law and that we earn sufficient taxable income to realize all tax benefits that are subject to the TRA, we estimate that the tax savings associated with all tax attributes described above would aggregate to approximately $404.9 million as of March 29, 2026. Under this scenario, we would be required to pay the TRA Parties approximately 85% of such amount, or $344.2 million, primarily over the next 15 years, substantially declining in year 16 through year 47. In the quarter ended March 29, 2026 and March 30, 2025, we made TRA payments of $7.9 million relating to tax year 2024 and $7.7 million relating to tax year 2023, respectively. We expect a payment of $1.3 million relating to tax year 2025 to be paid within the next 12 months.
Previous wording
Net cash provided by operating activities for the three quarters ended September 28, 2025 was $48.7 million compared to net cash provided by operating activities of $72.0 million for the three quarters ended September 29, 2024, a decrease of $23.2 million or 32.3%. This decrease was primarily driven by the change in operating assets and liabilities of $13.0 million, a decrease in net income of $7.8 million, and change in non-cash items of $2.4 million.
Current wording
Net cash provided by operating activities for the quarter ended March 29, 2026 was $17.6 million compared to net cash provided by operating activities of $9.5 million for the quarter ended March 30, 2025, an increase of $8.1 million or 85.8%. This increase was primarily driven by the change in operating assets and liabilities of $11.7 million and the change in non-cash items of $0.9 million, partially offset by a net loss of $0.5 million in the quarter ended March 29, 2026 compared to net income of $4.0 million in the quarter ended March 30, 2025.
Previous wording
The $13.0 million change in our operating assets and liabilities balances was primarily driven by operating assets and liabilities being a source of net cash of $4.2 million in the three quarters ended September 28, 2025, compared to a source of net cash of $17.1 million in three quarters ended September 29, 2024 driven by the change in accounts payable and inventory in the three quarters ended September 28, 2025. The decrease in net income for the three quarters ended September 28, 2025 was primarily due to the factors driving the aforementioned change in revenues and expenses as described in the condensed consolidated results of operations in the three quarters ended September 28, 2025 compared to the three quarters ended September 29, 2024. The $2.4 million change from the three quarters ended September 28, 2025 in non-cash charges is primarily driven by lower equity-based compensation expense, partially offset by the asset impairment charge recorded in the third quarter of 2025.
Current wording
The $11.7 million change in our operating assets and liabilities balances was primarily driven by operating assets and liabilities being a source of net cash of $7.6 million in the quarter ended March 29, 2026, compared to a use of net cash of $4.2 million in quarter ended March 30, 2025 driven by the change in accounts payable, accrued expenses and other liabilities, and deferred lease incentives in the quarter ended March 29, 2026. The $0.9 million change from the quarter ended March 29, 2026 in non-cash charges is primarily driven by higher equity-based compensation expense and depreciation and amortization expense, partially offset by a decrease in deferred income tax expense. The change in net (loss) income for the quarter ended March 29, 2026 was primarily due to the factors driving the aforementioned change in revenues and expenses as described in the condensed consolidated results of operations in the quarter ended March 29, 2026 compared to the quarter ended March 30, 2025.
Showing the first 40 of 45 pairs. Open the source sections for the rest.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
Net income attributable to equity method investment for both the quarters ended March 29, 2026 and March 30, 2025 was $0.2 million.
Rearranged previous paragraphs (4)
Previous report — wording carried elsewhere
The following table summarizes the Company's revenue for the three quarters ended September 28, 2025 and September 29, 2024 (in thousands):
Previous report — wording carried elsewhere
(1) Total restaurants indicated are as of September 28, 2025. Excludes a restaurant that is owned by C&O of which Portillo’s owns 50% of the equity.
Previous report — wording carried elsewhere
(2) Includes revenue from direct shipping sales and non-traditional locations.
Previous report — wording carried elsewhere
Income tax expense for the three quarters ended September 28, 2025 was $3.8 million compared to $4.9 million for the three quarters ended September 29, 2024, a decrease of $1.1 million or 22.6%. Our effective income tax rate for the three quarters ended September 28, 2025 was 20.4%, compared to 17.8% for the three quarters ended September 29, 2024. The increase in our effective income tax rate for the three quarters ended September 28, 2025 compared to the three quarters ended September 29, 2024 was primarily driven by an increase in the Company's ownership interest in Portillo's OpCo, which increases its share of taxable income (loss) of Portillo's OpCo.