Portillo's CIO awarded 73 shares, 2 withheld for tax

Portillo's Inc. Chief Information Officer Keith M. Correia reported routine equity compensation activity involving the company’s Class A common stock.

Rhea-AI Filing Summary

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.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Correia Keith M

Role Chief Information Officer

Type	Security	Shares	Price	Value
Grant/Award	Class A common stock	73	$3.86	$281.78
Exercise Price or Tax Liability	Class A common stock	2	$3.86	$7.72

Holdings After Transaction: Class A common stock — 87,054 shares (Direct)

Footnotes (2)

1. F1. 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 March 1, 2026 to May 31, 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 May 29, 2026.
2. F2. Represents shares deducted to satisfy tax withholding obligations on the vesting of the award reported herein.

Key Figures

Shares granted/awarded: 73 shares Tax-withheld shares: 2 shares Post-transaction holdings: 87,056 shares +2 more

5 metrics

Shares granted/awarded 73 shares Class A common stock grant/award at $3.86 per share

Tax-withheld shares 2 shares Shares deducted to satisfy tax withholding on vesting

Post-transaction holdings 87,056 shares Directly held Class A common stock after transactions

Reported share price $3.86 per share Price for both grant/award and tax-withholding entries

ESPP discount 90% of closing price Pricing of ESPP purchases vs. May 29, 2026 closing price

Key Terms

Employee Stock Purchase Plan, tax withholding obligations, Class A common stock

3 terms

Employee Stock Purchase Plan financial

"purchased pursuant to the Portillo's Inc. 2022 Employee Stock Purchase Plan ("ESPP")"

An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.

tax withholding obligations financial

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

Class A common stock financial

"Includes shares of Class A Common Stock purchased pursuant to the Portillo's Inc. 2022 Employee Stock Purchase Plan"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did Portillo's (PTLO) CIO Keith Correia report?

Keith Correia reported a small equity grant and related tax withholding. He acquired 73 shares of Class A common stock as a grant or award, while 2 shares were withheld to cover tax obligations upon vesting, leaving him with 87,056 directly held shares.

Did the Portillo's (PTLO) CIO buy or sell shares on the open market?

The filing does not show any open-market purchases or sales. Reported activity consists of a 73-share grant or award and a 2-share tax-withholding disposition tied to vesting, which are standard compensation-related adjustments rather than discretionary market trades.

How many Portillo's (PTLO) shares does the CIO hold after these transactions?

After the reported transactions, the CIO directly holds 87,056 shares. This total reflects the net result of receiving 73 Class A common shares as a grant or award and 2 shares being deducted to satisfy tax withholding at vesting.

What was the reported price for the Portillo's (PTLO) CIO’s recent share grant?

The 73-share grant or award was reported at $3.86 per share. This price is disclosed in the filing for the Class A common stock transaction and is used to value the compensation-related acquisition recorded for the Chief Information Officer.

How were Portillo's (PTLO) ESPP shares priced for the CIO’s holdings?

ESPP shares in the CIO’s holdings were purchased at 90% of a closing price. Footnotes explain that shares bought under the 2022 Employee Stock Purchase Plan for March 1–May 31, 2026 were priced at 90% of Portillo’s May 29, 2026 Class A closing price.

Why were 2 Portillo's (PTLO) shares deducted from the CIO’s holdings?

Two shares were deducted to satisfy tax withholding on vesting. The filing states these shares represent amounts withheld to cover tax obligations arising from the vesting of the equity award reported in the Form 4 for the Chief Information Officer.

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

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Accepted by SEC EDGAR 06/02/2026 - 04:41 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^*

Correia Keith 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)
	Chief Information Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/31/2026

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	05/31/2026		A		73(1)	A	$3.86	87,056	D
Class A common stock	05/31/2026		F		2(2)	D	$3.86	87,054	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 March 1, 2026 to May 31, 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 May 29, 2026.

2. Represents shares deducted to satisfy tax withholding obligations on the vesting of the award reported herein.

Remarks:

	/s/ Kelly M. Kaiser, as attorney-in-fact for Keith M Correia	06/02/2026
	** 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)