Cheesecake Factory (CAKE) EVP logs tax withholding on restricted stock vesting

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

CHEESECAKE FACTORY INC executive Scarlett May reported a routine tax-related share withholding tied to restricted stock vesting. On April 1, 2026, 525 shares of common stock were withheld by the company at $55.30 per share to satisfy tax withholding obligations from vested restricted stock.

Following this withholding, May held 26,219 common shares directly in one line item, and a subsequent holding entry shows 30,705 common shares directly owned, reflecting her continuing equity stake. Some of her shares remain as restricted stock that is still subject to forfeiture, indicating ongoing long-term incentive compensation rather than an open-market sale.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider May Scarlett

Role EVP, GENERAL COUNSEL

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	525	$55.30	$29K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 26,219 shares (Direct)

Footnotes (1)

Represents shares of Issuer Common Stock withheld by the Issuer solely to satisfy tax withholding obligations in connection with the net issuance of shares of Issuer Common Stock delivered to the Reporting Person on April 1, 2026, from the vesting of restricted stock. Shares of restricted stock subject to forfeiture.

Key Figures

Tax withholding shares: 525 shares Withholding reference price: $55.30 per share Direct holdings after first entry: 26,219 shares +1 more

4 metrics

Tax withholding shares 525 shares Shares withheld to satisfy tax obligations on restricted stock vesting

Withholding reference price $55.30 per share Price used for the 525 withheld common shares

Direct holdings after first entry 26,219 shares Total common shares directly held after tax-withholding transaction

Direct holdings after updates 30,705 shares Total common shares directly held in subsequent holding entry

Key Terms

tax withholding obligations, restricted stock, subject to forfeiture, net issuance of shares

4 terms

tax withholding obligations financial

"withheld by the Issuer solely to satisfy tax withholding obligations in connection"

restricted stock financial

"from the vesting of restricted stock."

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

subject to forfeiture financial

"Shares of restricted stock subject to forfeiture."

net issuance of shares financial

"in connection with the net issuance of shares of Issuer Common Stock"

Form 4 Insider Transactions: What Each Field Means →

04/03/2026 - 04:59 PM

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

May Scarlett

(Last)

(First)

(Middle)

26901 MALIBU HILLS ROAD

(Street)

CALABASAS HILLS

CALIFORNIA

91301

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
CHEESECAKE FACTORY INC [ CAKE ]

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

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

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

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/01/2026		F		525⁽¹⁾	D	$55.3	26,219	D
Common Stock								30,705⁽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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents shares of Issuer Common Stock withheld by the Issuer solely to satisfy tax withholding obligations in connection with the net issuance of shares of Issuer Common Stock delivered to the Reporting Person on April 1, 2026, from the vesting of restricted stock.

2. Shares of restricted stock subject to forfeiture.

	/s/ Scarlett May	04/03/2026
	** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did CAKE executive Scarlett May report in this Form 4 filing?

Scarlett May reported that 525 CAKE common shares were withheld by the company to cover tax obligations from restricted stock vesting. This is a tax-withholding disposition, not an open-market sale, and reflects normal handling of stock-based compensation.

How many Cheesecake Factory (CAKE) shares does Scarlett May hold after the reported transactions?

After the reported entries, Scarlett May is shown holding 30,705 CAKE common shares directly. The filing also notes an intermediate position of 26,219 shares, reflecting updates as restricted stock vests and is adjusted for tax withholding.

Was the Cheesecake Factory (CAKE) Form 4 transaction an open-market sale?

No. The 525 CAKE shares were withheld by the issuer solely to satisfy tax withholding obligations on vested restricted stock. This type of Form 4 code F event is not an open-market sale and does not represent discretionary selling by the executive.

What does ‘shares of restricted stock subject to forfeiture’ mean in the CAKE filing?

It means some CAKE shares granted to Scarlett May as restricted stock can be lost if conditions are not met. These conditions often involve continued service or performance targets, so the shares are part of long-term incentive compensation rather than immediately unrestricted ownership.

How many Cheesecake Factory (CAKE) shares were used for tax withholding and at what price?

The filing shows 525 CAKE common shares withheld to cover tax obligations, at a reference price of $55.30 per share. This mechanism allows taxes on vested restricted stock to be settled without the executive making a separate cash payment.