[Form 4] RED ROBIN GOURMET BURGERS INC Insider Trading Activity

Rhea-AI Filing Summary

Red Robin Gourmet Burgers Inc. (RRGB) reported a Form 4 showing sign-on equity awards to Humera Kassem, the company's Chief People Officer. On 09/22/2025 the reporting person was granted two time-based restricted stock unit awards under the 2024 Performance Incentive Plan: 7,680 RSUs that vest in full on the first anniversary of grant and 23,407 RSUs with half vesting on the first anniversary and half on the second anniversary. Each RSU converts to one share upon vesting. The awards were granted at a $0 per-share price as compensation. Following the grants, the reporting person beneficially owned 31,087 shares. The Form 4 was signed via attorney-in-fact on 09/24/2025.

Positive

• Clear disclosure of sign-on equity awards and vesting schedules for the Chief People Officer
• Total beneficial ownership after grants is stated as 31,087 shares, improving transparency

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine executive sign-on equity awards disclosed; standard time-based vesting schedule with no cash purchase.

The filing documents a one-time sign-on equity award for the Chief People Officer consisting of time-based restricted stock units. The structure—one award vesting fully after one year and a second award vesting 50% after one year and 50% after two years—is typical for retention-focused compensation. Grants are recorded at $0, indicating these are compensatory RSUs rather than purchased stock. For governance review, this is a routine disclosure that aligns management incentives with shareholder alignment over a multi-year horizon.

Compensation Analyst

TL;DR: Sign-on RSU grants totaling 31,087 shares use time-based vesting to retain the executive; no performance conditions disclosed.

The award sizes—7,680 and 23,407 RSUs—are material to the individual but the filing does not disclose target dollar values or percent of outstanding equity. The absence of performance-based vesting means retention is the primary objective. Investors and compensation committees may note the grant timing and vesting cadence, but the filing itself contains only the standard disclosure of grant amounts, vesting schedule, and that each RSU converts to one share upon vesting.

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Kassem Humera

(Last) (First) (Middle)

10000 E GEDDES AVENUE SUITE 500

(Street)

ENGLEWOOD CO 80112

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
RED ROBIN GOURMET BURGERS INC [ RRGB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/22/2025

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
Common Stock	09/22/2025		A		7,680(1)	A	$0	7,680	D
Common Stock	09/22/2025		A		23,407(2)	A	$0	31,087	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 a one-time sign-on award grant of time-based restricted stock units under the issuer's 2024 Performance Incentive Plan, as amended. Each restricted stock unit represents the contingent right to receive, upon vesting of the unit, one share of the issuer's common stock. These units are scheduled to vest on the first anniversary of the date of grant.

2. Represents a one-time sign-on award grant of time-based restricted stock units under the issuer's 2024 Performance Incentive Plan, as amended. Each restricted stock unit represents the contingent right to receive, upon vesting of the unit, one share of the issuer's common stock. One half of the units are scheduled to vest on each of the first and second anniversaries of the date of grant.

	/s/ Carrie Etherton, Attorney-in-Fact	09/24/2025
	** 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).
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FAQ

What did the Form 4 filed for RRGB disclose about the transaction on 09/22/2025?

The Form 4 discloses two RSU grants dated 09/22/2025: 7,680 RSUs vesting on the first anniversary and 23,407 RSUs vesting half on the first and half on the second anniversary.

Who is the reporting person and what is their role at RRGB?

The reporting person is Humera Kassem, identified as the company's Chief People Officer.

How many shares does the reporting person beneficially own after the reported grants?

Following the reported transactions the filing states beneficial ownership of 31,087 shares.

What price was reported for the restricted stock units in the Form 4?

The RSU grants were reported at a price of $0 per unit, reflecting compensatory awards.

When was the Form 4 signed and by whom?

The Form 4 was signed by Carrie Etherton, Attorney-in-Fact on 09/24/2025.