Portillo’s (PTLO) CIO adds stock through 2022 employee purchase plan

Rhea-AI Filing Summary

Portillo's Inc. Chief Information Officer Keith M. Correia reported acquiring 28 shares of Class A common stock through the company’s 2022 Employee Stock Purchase Plan. The shares were purchased for $4.81 each, equal to 90% of the February 27, 2026 closing price, bringing his direct holdings to 62,843 shares.

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^*

Correia Keith M

(Last) (First) (Middle)

C/O PORTILLO'S INC.

2001 SPRING ROAD SUITE 400

(Street)

OAK BROOK IL 60523

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Portillo's Inc. [ PTLO ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Information Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/28/2026

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
Class A common stock	02/28/2026		A		28(1)	A	$4.81	62,843	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. Includes shares of Class A Common Stock purchased pursuant to the Portillo's Inc. 2022 Employee Stock Purchase Plan ("ESPP"), for the purchase period of December 1, 2025 to February 28, 2026. In accordance with the ESPP, these shares were purchased at a price equal to 90% of the closing price of Issuer's Class A Common Stock on February 27, 2026.

Remarks:

	/s/ Kelly M. Kaiser, as attorney-in-fact for Keith M Correia	03/03/2026
	** 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.

FAQ

What insider transaction did Portillo's (PTLO) report for Keith M. Correia?

Portillo’s reported that Chief Information Officer Keith M. Correia acquired 28 shares of Class A common stock. The acquisition occurred under the 2022 Employee Stock Purchase Plan for the purchase period ending February 28, 2026, and was reported as a grant, award, or other acquisition.

At what price were the new PTLO shares acquired under the ESPP?

The 28 Portillo’s Class A shares were acquired at $4.81 per share. This price equaled 90% of the closing price of the company’s Class A common stock on February 27, 2026, consistent with the terms of the Employee Stock Purchase Plan.

How many Portillo's (PTLO) shares does Keith M. Correia own after this transaction?

After the reported acquisition, Keith M. Correia directly owns 62,843 shares of Portillo’s Class A common stock. This figure reflects his holdings following the 28-share purchase under the company’s 2022 Employee Stock Purchase Plan purchase period ending February 28, 2026.

What is the nature of the acquisition in this Portillo's (PTLO) Form 4 filing?

The transaction is classified as a grant, award, or other acquisition of non-derivative Class A common stock. It occurred through Portillo’s 2022 Employee Stock Purchase Plan, rather than as an open-market purchase, and used the plan’s 90% of closing price purchase feature.

What period does the Portillo's (PTLO) ESPP purchase for this Form 4 cover?

The shares in this Form 4 relate to the Employee Stock Purchase Plan purchase period from December 1, 2025 to February 28, 2026. Under the plan, the purchase price was based on 90% of the February 27, 2026 closing share price.