Portillo's counsel has 437 shares withheld for taxes

Portillo's General Counsel had a small number of shares withheld for taxes on a vesting equity award, with direct holdings remaining above 144,000 shares.

Rhea-AI Filing Summary

Portillo's Inc. (PTLO) reported that its General Counsel and Secretary, Kelly M. Kaiser, had 437 shares of Class A common stock withheld on September 5, 2026 to satisfy tax withholding obligations upon vesting of a previously disclosed equity award. After this tax-withholding disposition, Kaiser directly holds 144,920 shares of Portillo's Class A common stock.

Insider Trade Summary

Tax Withholding: 437 shares

Tax Withholding 1 txn

Insider Kaiser Kelly M

Role General Counsel and Secretary

Type	Security	Shares	Price	Value
Tax Withholding	Class A common stock F1	437	$4.42	$2K

Holdings After Transaction: Class A common stock — 144,920 shares (Direct)

Footnotes (1)

1. F1. Represents shares deducted to satisfy tax withholding obligations on the vesting of a previously disclosed award.

Key Figures

Shares withheld for taxes: 437 shares Tax-withholding price per share: $4.42 per share Shares directly held after transaction: 144,920 shares

3 metrics

Shares withheld for taxes 437 shares Class A common stock withheld on September 5, 2026 to satisfy tax withholding obligations

Tax-withholding price per share $4.42 per share Value used for the 437 shares withheld on September 5, 2026

Shares directly held after transaction 144,920 shares Kelly M. Kaiser’s direct holdings of Portillo's Class A common stock after the tax-withholding disposition

Key Terms

tax withholding obligations, vesting, Form 4

3 terms

tax withholding obligations financial

"Represents shares deducted to satisfy tax withholding obligations on the vesting"

vesting financial

"on the vesting of a previously disclosed award"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

Form 4 regulatory

"This Form 4 reports an insider’s tax-withholding disposition of shares"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

FAQ

What insider transaction did PTLO report for Kelly M. Kaiser?

Portillo's reported that General Counsel and Secretary Kelly M. Kaiser had 437 shares of Class A common stock withheld on September 5, 2026 to satisfy tax withholding obligations related to a previously disclosed vesting equity award.

How many PTLO shares does Kelly M. Kaiser hold after this Form 4 transaction?

After the reported transaction, Kelly M. Kaiser directly holds 144,920 shares of Portillo's Class A common stock, as stated in the filing’s post-transaction ownership figure.

Was the PTLO insider transaction a market sale or tax withholding?

The transaction was a tax-withholding disposition, not an open-market sale. 437 shares were deducted to pay tax liabilities arising from the vesting of a previously disclosed equity award.

What price per share is associated with the PTLO tax-withholding transaction?

The tax-withholding disposition for Kelly M. Kaiser used a price of $4.42 per share for the 437 shares of Portillo's Class A common stock withheld on September 5, 2026.

Was Kelly M. Kaiser’s PTLO Form 4 transaction under a Rule 10b5-1 trading plan?

No. The filing indicates no Rule 10b5-1 trading plan; the document-level checkbox for transactions under such a plan is marked as not applicable for this Form 4.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/08/2026 - 04:47 PM Accepted by SEC EDGAR 09/08/2026 - 04:46 PM Learn about SEC filing dates

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^*

Kaiser Kelly M

(Last) (First) (Middle)

C/O PORTILLO'S INC.

2001 SPRING ROAD, SUITE 400

(Street)

OAK BROOK ILLINOIS 60523

(City) (State) (Zip)

UNITED STATES

(Country)

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)
	General Counsel and Secretary

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/05/2026

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)
			Code	V	Amount	(A) or (D)	Price
Class A common stock	09/05/2026		F		437(1)	D	$4.42	144,920	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. Represents shares deducted to satisfy tax withholding obligations on the vesting of a previously disclosed award.

Remarks:

	By: /s/ Kelly M. Kaiser	09/08/2026
	** 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)