PTLO CFO Michelle Hook Increases Direct Stake to 173,405 Shares

Rhea-AI Filing Summary

Michelle Hook (listed as Hook Michelle Greig), who serves as CFO & Treasurer of Portillo's Inc. (PTLO), purchased 40,000 Class A common shares on 08/07/2025 at a weighted average price of $7.67. The filing states these shares were acquired in multiple transactions at prices ranging from $7.56 to $7.81.

After the reported purchases, the reporting person directly beneficially owned 173,405 shares. The Form 4 notes the reporting person will provide details on the number of shares purchased at each price within the disclosed range upon request.

Positive

• Insider acquisition of 40,000 Class A shares by the company's CFO & Treasurer, demonstrating management buying stock.
• Clear disclosure of the weighted average price $7.67 and the purchase price range of $7.56 to $7.81, enabling precise assessment of transaction pricing.
• Direct beneficial ownership increased to 173,405 shares, a quantifiable change in insider stake.

Negative

• None.

Insights

Financial Analyst

TL;DR Insider purchase: Portillo's CFO acquired 40,000 shares at a weighted average $7.67, increasing direct ownership to 173,405 shares.

The Form 4 documents a clear, non-derivative purchase by the company's CFO & Treasurer. The weighted average price and disclosed range indicate multiple market purchases rather than a single block trade. From a trading-signals perspective, insider buying by a senior officer can be interpreted as a positive alignment of management and shareholder interests; the filing contains explicit purchase quantities, price range, and the resulting direct ownership, enabling investors to quantify the stake change precisely.

Corporate Governance Expert

TL;DR Officer-level insider purchases reported on Form 4; transaction details are transparent but context on timing and motivation is not provided.

The filing provides required disclosure: reporting person identity, officer role (CFO & Treasurer), transaction type (purchase), share counts, weighted average price, and the post-transaction direct ownership. While the disclosure meets SEC Form 4 standards and increases transparency, the form does not include management commentary or a plan explaining the purchases. Governance assessment is therefore limited to confirming compliance with disclosure rules and the factual purchase data presented.

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^*

Hook Michelle Greig

(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)
	CFO & Treasurer

3. Date of Earliest Transaction (Month/Day/Year)
08/07/2025

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	08/07/2025		P		40,000	A	$7.67(1)	173,405	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 the weighted average purchase price. These shares were purchased in multiple transactions at prices ranging from $7.56 to $7.81, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of 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 aforementioned range.

Remarks:

	By: /s/ Kelly M. Kaiser, as attorney-in-fact for Michelle Hook	08/08/2025
	** 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 transaction did Portillo's (PTLO) Form 4 report?

The Form 4 reports a purchase of 40,000 Class A shares by the reporting person on 08/07/2025.

Who is the reporting person on the PTLO Form 4?

The reporting person is listed as Hook Michelle Greig, who is an Officer serving as CFO & Treasurer.

At what price were the PTLO shares purchased?

The shares were acquired at a weighted average price of $7.67, with individual purchases ranging from $7.56 to $7.81.

How many PTLO shares does the reporting person own after the transaction?

Following the reported purchases, the reporting person directly beneficially owned 173,405 shares.

Were any derivative securities reported in this filing for PTLO?

No. The filing shows only non-derivative transactions for Class A common stock; no derivative securities are reported in Table II.

Who signed the Form 4 on behalf of the reporting person?

The Form 4 was signed by attorney-in-fact Kelly M. Kaiser on behalf of the reporting person.