BJs Restaurants (NASDAQ: BJRI) EVP granted shares, part withheld for tax

Rhea-AI Filing Summary

BJs Restaurants EVP & General Counsel Kendra D. Miller reported equity compensation activity involving company common stock. She received a grant or award acquisition of 2,447 shares of common stock at a stated price of $0.0000 per share, increasing her direct holdings.

On the same date, 907 shares were disposed of in a tax-withholding transaction at $42.7100 per share, with the shares withheld by the company to satisfy minimum statutory withholding requirements on the vesting of Restricted Stock Units. Following these transactions, she directly owned 28,599 shares, which the footnotes state include 5,326 unvested Restricted Stock Units.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Miller Kendra D

(Last) (First) (Middle)

7755 CENTER AVE

SUITE 300

(Street)

HUNTINGTON BEACH CA 92647

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BJs RESTAURANTS INC [ BJRI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/18/2026		A		2,447	A	$0	29,506	D
Common Stock	02/18/2026		F		907(1)	D	$42.71	28,599(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares withheld by the Registrant to satisfy minimum statutory withholding requirements on vesting of Restricted Stock Units.

2. Amount includes 5,326 of unvested Restricted Stock Units.

	/s/ Rana Schirmer, Attorney-in-Fact	02/19/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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FAQ

What insider transactions did BJs Restaurants (BJRI) report for Kendra D. Miller?

BJs Restaurants reported that EVP & General Counsel Kendra D. Miller received a grant of 2,447 common shares and had 907 shares withheld to cover tax obligations on vesting Restricted Stock Units, both dated February 18, 2026.

How many BJRI shares did Kendra D. Miller acquire in the latest Form 4 filing?

Kendra D. Miller acquired 2,447 shares of BJs Restaurants common stock through a grant or award. This non-derivative acquisition was recorded at a stated price of $0.0000 per share, reflecting equity-based compensation rather than an open-market purchase.

Why were 907 BJRI shares disposed of in Kendra D. Miller’s Form 4?

The 907 shares were disposed of to satisfy minimum statutory tax withholding on vesting Restricted Stock Units. The company withheld these shares at $42.7100 per share, so this reflects a tax-withholding disposition rather than an open-market sale by the executive.

How many BJRI shares does Kendra D. Miller own after these transactions?

After the reported grant and tax-withholding disposition, Kendra D. Miller directly owned 28,599 BJs Restaurants shares. Footnotes state this figure includes 5,326 unvested Restricted Stock Units, showing both vested and unvested equity awards within her reported holdings.

What do the Form 4 footnotes reveal about BJRI restricted stock units for Kendra D. Miller?

The footnotes state that 907 shares were withheld by BJs Restaurants to meet minimum statutory withholding requirements on Restricted Stock Unit vesting, and that her reported post-transaction ownership includes 5,326 unvested Restricted Stock Units, clarifying the composition of her equity position.