Welcome to our dedicated page for Portillo'S SEC filings (Ticker: PTLO), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Portillo’s Inc. filings document the public-company disclosures of a fast-casual restaurant operator known for Chicago-style menu items and a company-owned restaurant model. Recent Forms 8-K furnish quarterly earnings releases and supplemental presentations, including revenue, same-restaurant sales, operating income, net income or loss, Restaurant-Level Adjusted EBITDA and adjusted EBITDA.
The filings also report Item 5.02 governance and officer matters, including chief executive officer, chief financial officer, chief development officer and board chair changes, together with related compensation arrangements and severance plan disclosures when applicable. The definitive proxy statement covers director elections, board governance, executive compensation, equity awards and annual-meeting voting matters.
Portillo’s Inc. has amended its agreement with Pamela Smith, who serves as Interim Chief Financial Officer and principal accounting officer. The amendment extends her interim CFO role through the earlier of December 31, 2026 or the appointment of a permanent CFO.
Effective June 29, 2026, the company also designated Ms. Smith as Treasurer, adding customary treasury duties under its delegation of authority policy. All other material terms of her existing independent contractor agreement, including compensation and responsibilities, remain unchanged.
Portillo’s Inc. reported the results of its 2026 Annual Meeting of Shareholders held on June 9, 2026. Shareholders voted their Class A and Class B common stock, with 72,160,015 Class A shares and 3,424,546 Class B shares outstanding and entitled to vote as of April 10, 2026.
Seven directors were elected to serve until the 2027 annual meeting, with each nominee receiving more votes "For" than "Withhold"; for example, Eugene I. Lee, Jr. received 41,248,080 votes for and 1,026,855 withheld, with 19,301,913 broker non-votes. Shareholders also approved, on an advisory basis, the compensation of the Named Executive Officers, with 38,587,229 votes for and 3,260,842 against.
In addition, shareholders ratified the appointment of Deloitte & Touche LLP as the company’s independent auditor for fiscal year 2026, with 59,880,212 votes for, 1,348,904 against, and 347,732 abstentions. These results confirm continued support for the current board, executive pay program, and audit firm.
Portillo's Inc. General Counsel and Secretary Kelly M. Kaiser reported routine share-based compensation activity in Class A common stock. Kaiser received a grant or award of 3,161 shares at $3.86 per share, while 92 shares were withheld to cover tax obligations tied to the vesting of this award. Following these transactions, Kaiser directly holds 145,449 shares of Portillo's Class A common stock. The filing reflects compensation and tax withholding events rather than open-market buying or selling.
Portillo's Inc. Chief People Officer Jill Francine Waite reported routine equity compensation activity in Class A common stock. She acquired 1,146 shares at $3.86 per share through the 2022 Employee Stock Purchase Plan for the March 1 to May 31, 2026 purchase period, at 90% of the May 29, 2026 closing price. To cover tax withholding on the vesting of this award, 33 shares were deducted. Following these transactions, she directly holds 133,324 shares of Class A common stock.
Portillo's Inc. Chief Information Officer Keith M. Correia reported routine equity compensation activity involving the company’s Class A common stock. He received a grant or award of 73 shares at $3.86 per share, increasing his direct holdings to 87,056 shares.
On the same date, 2 shares were deducted as a tax-withholding disposition related to the vesting of the reported award. Footnotes state that his holdings include shares purchased under the Portillo's Inc. 2022 Employee Stock Purchase Plan at 90% of the May 29, 2026 closing price. These events reflect compensation and tax mechanics rather than open‑market trading.
Portillo's Inc. filed an initial insider ownership report for Pamela Faye Smith, who serves as Interim CFO. This Form 3 filing does not list any stock or option transactions, and the transaction summary shows no reported purchases, sales, or derivative exercises.
Portillo’s Inc. appointed Pamela Smith as Interim Chief Financial Officer, effective May 20, 2026, following the previously announced departure of Michelle Hook. Smith will serve as both principal financial officer and principal accounting officer until successors are appointed.
Smith, age 59, brings prior senior financial planning and analysis experience from Estée Lauder and Redbox and currently leads a boutique advisory firm. Under an independent contractor agreement effective May 20, 2026 and expiring July 1, 2026 unless extended, she will be paid $14,000 per week and reimbursed for reasonable travel expenses but will not participate in company benefit or equity plans. The Board has started a search process for a permanent CFO with the help of a global executive search firm.
Portillo's Inc. ownership update filed by two institutional reporting persons shows 7,068,224 shares beneficially owned, representing 9.8% of Class A Common Stock. The filing attributes 7,026,720 shares of sole voting and dispositive power to Orbis Investment Management Ltd and 41,504 shares to Allan Gray Australia Pty Ltd.
The filing states the reporting persons are classified as non-U.S. institutions equivalent to an investment adviser and disclaims group beneficial ownership. The signatory certifies comparable foreign regulatory oversight and agrees to provide additional information to Commission staff upon request.
Portillo's Inc. director Eugene I. Lee Jr. reported an open-market purchase of 70,165 shares of Class A common stock at a weighted average price of $4.28 per share. The purchase was made indirectly through a family trust, which now holds 486,415 shares. Lee also holds 73,479 shares directly.
Portillo’s Inc. reported softer first-quarter results as margins compressed and earnings turned negative. Revenue rose to $182.6 million, up 3.5% year over year, driven mainly by new restaurant openings, while same-restaurant sales dipped 0.1% as lower average check offset slightly higher traffic.
Operating income fell to $4.5 million from $10.4 million, and the company posted a net loss of $0.5 million versus prior net income of $4.0 million. Restaurant-Level Adjusted EBITDA declined to $34.8 million, and Adjusted EBITDA to $18.5 million, reflecting higher labor, occupancy, pre‑opening, and advertising costs and deleverage from newer units.
Portillo’s operated 106 restaurants as of March 29, 2026 and opened four new locations in Texas during the quarter, with more openings planned, including an airport site at Dallas–Fort Worth. The company highlighted negative same-restaurant sales trends in April and expects further near-term headwinds as it laps prior promotions, while implementing about 2.0% menu price increases in April 2026. Liquidity included $24.0 million in cash and $41.6 million of revolver availability, against $349.3 million of debt and a $344.2 million Tax Receivable Agreement liability. Leadership changes continued, including appointment of a new CEO and an upcoming CFO departure.