Portillo's Inc. (PTLO) director-linked trust acquires 65,355 shares in open-market buy

Rhea-AI Filing Summary

Portillo's Inc. director Eugene I. Lee Jr. reported an indirect open-market purchase of Class A common stock through a Family Trust. The trust acquired 65,355 shares on 2026-08-12 at a weighted average price of $4.59 per share, with execution prices ranging from $4.51 to $4.63. Following this transaction, the Family Trust held 551,770 shares indirectly, and a separate line shows 73,479 shares held directly. The transaction was not reported as made pursuant to a Rule 10b5-1 trading plan.

Insider Trade Summary

Net Buyer: 65,355 shares

Net Buy 2 txns

Insider LEE EUGENE I JR

Role Director

Bought 65,355 shs ($300K)

Type	Security	Shares	Price	Value
Purchase	Class A common stock F1	65,355	$4.59	$300K
holding	Class A common stock	--	--	--

Holdings After Transaction: Class A common stock — 551,770 shares (Indirect, By Family Trust); Class A common stock — 73,479 shares (Direct)

Footnotes (1)

1. F1. The price per share reported in this column is a weighted average price. These shares were acquired in multiple transactions at prices ranging from $4.51 to $4.63, inclusive. The reporting person undertakes to provide to the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in the preceding sentence.

Key Figures

Shares purchased: 65,355 shares Weighted average purchase price: $4.59 per share Indirect holdings after transaction: 551,770 shares +2 more

5 metrics

Shares purchased 65,355 shares Class A common stock acquired on 2026-08-12 in open-market or private transactions

Weighted average purchase price $4.59 per share Weighted average price with trades ranging from $4.51 to $4.63

Indirect holdings after transaction 551,770 shares Class A common stock held indirectly by Family Trust after the purchase

Direct holdings 73,479 shares Class A common stock held directly by Eugene I. Lee Jr. as of 2026-08-12

Price range of trades $4.51 to $4.63 per share Range of execution prices for the 65,355-share acquisition

Key Terms

weighted average price, indirect, Family Trust, open market or private transaction

4 terms

weighted average price financial

"The price per share reported in this column is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

indirect financial

"total_shares_following_transaction 551,770.0000, ownership_type indirect"

Family Trust financial

"direct_or_indirect I, nature_of_ownership By Family Trust"

open market or private transaction financial

"transaction_code_description Purchase in open market or private transaction"

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

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/12/2026 - 04:31 PM Accepted by SEC EDGAR 08/12/2026 - 04:30 PM Learn about SEC filing dates

FAQ

What insider transaction did Portillo's Inc. (PTLO) report on this Form 4?

Portillo's reported that a Family Trust associated with director Eugene I. Lee Jr. purchased 65,355 shares of Class A common stock on 2026-08-12 in an open-market or private transaction.

At what price did the PTLO shares trade in Eugene I. Lee Jr.’s reported purchase?

The reported transaction used a weighted average price of $4.59 per share, with multiple trades executed in a price range from $4.51 to $4.63 for Portillo's Class A common stock.

How many PTLO shares does the Family Trust hold after this Form 4 transaction?

After the reported purchase, the Family Trust associated with director Eugene I. Lee Jr. held 551,770 shares of Portillo's Class A common stock as an indirect holding.

What are Eugene I. Lee Jr.’s direct holdings of Portillo's (PTLO) stock after the filing?

A separate holding entry in the Form 4 shows that Eugene I. Lee Jr. had 73,479 shares of Portillo's Class A common stock held directly as of the same date.

Was the PTLO insider share purchase made under a Rule 10b5-1 trading plan?

The Form 4 indicates the Rule 10b5-1 checkbox was not affirmed, meaning the reported 65,355-share purchase was not reported as executed under a Rule 10b5-1 trading plan.

Is the 65,355-share PTLO transaction classified as a buy or sell for the insider?

The Form 4 classifies the transaction as a purchase of 65,355 shares of Portillo's Class A common stock by a Family Trust, reflecting a net-buy position change.

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^*

LEE EUGENE I JR

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/12/2026

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	08/12/2026		P		65,355	A	$4.59(1)	551,770	I	By Family Trust
Class A common stock								73,479	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. The price per share reported in this column is a weighted average price. These shares were acquired in multiple transactions at prices ranging from $4.51 to $4.63, inclusive. The reporting person undertakes to provide to the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in the preceding sentence.

Remarks:

	/s/ Kelly M. Kaiser, as attorney-in-fact for Eugene I. Lee, Jr.	08/12/2026
	** 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)