Welcome to our dedicated page for Portillo'S SEC filings (Ticker: PTLO), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Portillo’s Inc. filings document the public-company disclosures of a fast-casual restaurant operator known for Chicago-style menu items and a company-owned restaurant model. Recent Forms 8-K furnish quarterly earnings releases and supplemental presentations, including revenue, same-restaurant sales, operating income, net income or loss, Restaurant-Level Adjusted EBITDA and adjusted EBITDA.
The filings also report Item 5.02 governance and officer matters, including chief executive officer, chief financial officer, chief development officer and board chair changes, together with related compensation arrangements and severance plan disclosures when applicable. The definitive proxy statement covers director elections, board governance, executive compensation, equity awards and annual-meeting voting matters.
Portillo’s Inc. reported modest sales growth but weaker profitability for the fourth quarter and fiscal 2025. Fourth-quarter revenue rose to $185.7 million, up 0.6% year over year, while same-restaurant sales fell 3.3% on lower transactions, pressuring margins.
Quarterly operating income declined to $10.3 million and net income dropped to $6.3 million, with Restaurant-Level Adjusted EBITDA down to $40.6 million and Adjusted EBITDA edging down to $24.7 million. For fiscal 2025, revenue grew 3.0% to $732.1 million, but net income decreased to $21.1 million, and Adjusted EBITDA slipped to $97.3 million.
The company opened 8 new restaurants in 2025, ending the year with 102 locations, and expects to open another 8 units in 2026. For 2026, management targets Restaurant-Level Adjusted EBITDA margin of 20.5%–21%, Adjusted EBITDA roughly flat versus 2025, and capital spending of $55–$60 million.
Portillo's Inc. received an updated ownership report from Orbis Investment Management Ltd and Allan Gray Australia Pty Ltd. Together they report beneficial ownership of 6,994,844 shares of Class A common stock, representing 9.7% of the class as of the reported date.
Orbis Investment Management Ltd has sole voting and dispositive power over 6,953,340 shares, while Allan Gray Australia Pty Ltd has sole voting and dispositive power over 41,504 shares. Both are non-U.S. institutions equivalent to investment advisers and state the holdings are in the ordinary course of business, not for changing or influencing control of Portillo's.
Portillo’s Inc. appointed restaurant industry veteran Brett Patterson as President and Chief Executive Officer and a member of the Board of Directors, effective February 23, 2026, and as principal executive officer effective February 25, 2026. He succeeds Michael A. Miles, Jr., who has served as Interim President and CEO since September 21, 2025 and will continue as Chairman of the Board, later resuming status as an independent director.
Patterson previously led Miller’s Ale House as CEO and held senior roles at Bloomin Brands/Outback Steakhouse, Ruby Tuesday, and Darden Restaurants. Under his offer letter, he will receive $800,000 base salary, an annual bonus target equal to 100% of base salary, a one-time $400,000 RSU sign-on award vesting over two years, and an annual long-term equity target of $3,000,000 split between RSUs and performance stock units with multi-year vesting and performance conditions, along with executive-level benefits.
Portillo's Inc. insider Michael Miles, Interim President & CEO and director, received an equity grant. On February 2, 2026, he acquired 70,796 shares of Class A common stock in the form of restricted stock units at a stated price of $0 per share. These restricted stock units are scheduled to vest in full on February 2, 2027, under the terms of the applicable award agreement. Following this grant, Miles beneficially owns 399,913 shares directly.
The Vanguard Group filed an amended beneficial ownership report on Portillo's Inc, disclosing that it beneficially owned 3,984,974 shares of common stock, representing 5.53% of the class as of 12/31/2025. Vanguard reported shared voting power over 481,599 shares and shared dispositive power over 3,984,974 shares, with no sole voting or dispositive power. Vanguard states the holdings are in the ordinary course of business and not for the purpose of changing or influencing control of Portillo's. The filing also notes an internal realignment effective 01/12/2026, after which certain Vanguard subsidiaries are expected to report beneficial ownership separately.
Portillo's Inc. filed a current report to furnish an investor presentation it will use at the 2026 ICR Conference, where Interim Chief Executive Officer Mike Miles and Chief Financial Officer Michelle Hook are scheduled to present on January 12, 2026, at 10:30 a.m. Eastern Time. The presentation is attached as Exhibit 99.1 and is also available on the company’s investor relations website. The materials are furnished under Regulation FD, not filed, and are accompanied by an extensive cautionary statement about forward-looking statements, highlighting risks related to its organizational structure, food safety, macroeconomic conditions, leadership transition, technology and cybersecurity, labor markets, regulatory changes, growth execution, and other factors previously described in its SEC filings.
Portillo’s Inc. (PTLO) reported softer Q3 results. Revenue was $181.4 million, up 1.8% year over year, while same-restaurant sales declined 0.8% as transactions fell 2.2% and average check rose 1.4%. Operating income fell to $5.4 million from $16.0 million, and net income was $0.8 million versus $8.8 million a year ago; diluted EPS was $0.02.
Costs weighed on margins: food and packaging were 34.5% of revenue, labor 26.6%, and other operating expenses 12.9%. The quarter also included a non-cash $2.2 million trade name impairment tied to the legacy Barnelli’s brand and equity-compensation impacts related to the CEO transition. Year-to-date, revenue was $546.3 million (up 3.9%) with net income of $14.8 million (down from $22.6 million).
Management announced a strategic reset to reinforce value and service, simplify operations (including discontinuing a Chicago breakfast pilot), moderate new unit growth, and target positive free cash flow in 2026. Four restaurants opened in Q3 (99 total as of the filing). Liquidity included $17.2M in cash and a refreshed credit facility (term loan and revolver) with $77.0M drawn on the revolver and effective interest near 6.9% at quarter end.
Portillo’s Inc. (PTLO) furnished an update on its business by announcing it issued a press release reporting results for the third quarter ended September 28, 2025. The company also made available a supplemental earnings presentation.
Both materials are attached as Exhibits 99.1 and 99.2 and are described as furnished, not filed, under the securities laws. This 8-K centers on disclosure of Q3 results and accompanying slides; specific financial figures appear in the attached documents.
Portillo's Inc. (PTLO) reported an insider equity award. Chief People Officer Jill Waite acquired 39,282 shares on October 31, 2025, reported at a price of $0, increasing her beneficial ownership to 94,218 shares, held directly. The filing notes this represents restricted stock units granted on October 31, 2025 that will vest in full on October 31, 2026, subject to the applicable award agreement.
Portillo's Inc. (PTLO) reported an insider transaction on a Form 4. The company’s CFO & Treasurer received 43,824 restricted stock units on October 31, 2025.
The award was recorded at $0 per unit and, following this grant, her beneficial ownership stands at 217,229 shares, held directly. According to the footnote, these RSUs will vest in full on October 31, 2026, subject to the terms of the applicable award agreement.