STOCK TITAN

Director James Pappas (RRGB) receives 31,662 RSUs and reports major holdings

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Pappas James C reported acquisition or exercise transactions in this Form 4 filing.

RED ROBIN GOURMET BURGERS INC director and greater-than-10% holder James C. Pappas reported an equity award of common stock. He received a grant of 31,662 restricted stock units under the company’s 2024 Performance Incentive Plan, with each unit representing one share of common stock upon vesting.

The units are scheduled to vest on the later of fifty weeks after the grant date and the company’s next annual stockholder meeting, and are subject to vesting and forfeiture conditions. Following this award, Pappas directly holds 83,608 shares of common stock, including these 31,662 time-based restricted stock units, and is associated with additional indirect holdings through JCP Investment Partnership, LP and managed accounts of JCP Investment Management, LLC.

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Insider Pappas James C
Role Director, 10% Owner
Type Security Shares Price Value
Grant/Award Common Stock 31,662 $0.00 $0.00
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 83,608 shares (Direct); Common Stock — 1,084,104 shares (Indirect, By: Managed Accounts of JCP Investment Management, LLC); Common Stock — 776,564 shares (Indirect, By: JCP Investment Partnership, LP)
Footnotes (5)
  1. F1. Represents a grant of restricted stock units under the issuer's 2024 Performance Incentive Plan. Each restricted stock unit represents the contingent right to receive, upon vesting of the unit, one share of the issuer's common stock. The units are scheduled to vest on the later of (x) fifty weeks following the date of grant and (y) the Company's next annual meeting of stockholders.
  2. F2. Includes 31,662 time-based restricted stock units subject to vesting and forfeiture restrictions.
  3. F3. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all the reported shares for purposes of Section 16 or for any other purpose.
  4. F4. Represents shares of Common Stock held in certain accounts (the "JCP Accounts") managed by JCP Investment Management, LLC ("JCP Management"). JCP Management, as the investment manager of JCP Accounts, may be deemed to beneficially own the shares of Common Stock held in the JCP Accounts. Mr. Pappas, as the managing member of JCP Management, may be deemed to beneficially own the shares of Common Stock held in the JCP Accounts.
  5. F5. Represents shares of Common Stock owned directly by JCP Investment Partnership, LP ("JCP Partnership"). JCP Investment Partners, LP ("JCP Partners"), as the general partner of JCP Partnership, may be deemed to beneficially own the shares of Common Stock owned directly by JCP Partnership. JCP Investment Holdings, LLC ("JCP Holdings"), as the general partner of JCP Partners, may be deemed to beneficially own the shares of Common Stock owned directly by JCP Partnership. JCP Management, as the investment manager of JCP Partnership, may be deemed to beneficially own the shares of Common Stock owned directly by JCP Partnership. Mr. Pappas, as the managing member of JCP Management and the sole member of JCP Holdings, may be deemed to beneficially own the shares of Common Stock owned directly by JCP Partnership.
RSU grant 31,662 units Restricted stock units granted under 2024 Performance Incentive Plan
RSU grant price $0.00 per unit Equity compensation award, not an open-market purchase
Direct holdings after grant 83,608 shares Common stock directly held by Pappas after award, including RSUs
Indirect JCP Partnership holdings 776,564 shares Common stock held by JCP Investment Partnership, LP
Indirect managed accounts holdings 1,084,104 shares Common stock in accounts managed by JCP Investment Management, LLC
Vesting schedule anchor 50 weeks Units vest later of 50 weeks after grant and next annual meeting
restricted stock units financial
"Represents a grant of restricted stock units under the issuer's 2024 Performance Incentive Plan."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
2024 Performance Incentive Plan financial
"Represents a grant of restricted stock units under the issuer's 2024 Performance Incentive Plan."
beneficial ownership financial
"The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein."
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein."
time-based restricted stock units financial
"Includes 31,662 time-based restricted stock units subject to vesting and forfeiture restrictions."
Time-based restricted stock units are a form of employee compensation where individuals are granted company shares that are earned over a set period, often as a reward for staying with the company. These shares typically become fully owned and transferable only after passing specific time milestones, encouraging long-term commitment. For investors, they highlight a company's focus on employee retention and can influence future stock supply and company stability.

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

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FAQ

What did James C. Pappas report in this Form 4 for RRGB?

James C. Pappas reported receiving 31,662 restricted stock units of Red Robin common stock as an equity award. These units were granted under the 2024 Performance Incentive Plan and will convert into shares only if vesting conditions are satisfied.

How many Red Robin shares does James C. Pappas hold directly after this filing?

After the reported grant, James C. Pappas directly holds 83,608 shares of Red Robin common stock. This figure includes 31,662 time-based restricted stock units that remain subject to vesting and forfeiture restrictions before becoming fully owned shares.

What are the vesting terms of the 31,662 restricted stock units granted to Pappas at RRGB?

The 31,662 restricted stock units vest on the later of fifty weeks after the grant date and Red Robin’s next annual stockholder meeting. The grant is subject to vesting and forfeiture conditions, meaning units are lost if those conditions are not met.

Were the restricted stock units granted to James C. Pappas at a purchase price?

The 31,662 restricted stock units were granted at a price of $0.00 per unit, reflecting a compensation award rather than a market purchase. Each unit represents the right to receive one share of Red Robin common stock upon vesting.

What indirect Red Robin holdings are associated with entities linked to James C. Pappas?

Entities associated with James C. Pappas are shown holding 776,564 Red Robin shares through JCP Investment Partnership, LP and 1,084,104 shares in managed accounts of JCP Investment Management, LLC. Footnotes state he may be deemed to beneficially own these interests.
SEC Form 4
FORM 4UNITED 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*
Pappas James C

(Last)(First)(Middle)
10000 E GEDDES AVE
STE 500

(Street)
ENGLEWOOD COLORADO 80112

(City)(State)(Zip)

UNITED STATES

(Country)
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)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/14/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock05/14/2026A31,662(1)A$083,608(2)D
Common Stock1,084,104(3)IBy: Managed Accounts of JCP Investment Management, LLC(4)
Common Stock776,564(3)IBy: JCP Investment Partnership, LP(5)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents a grant of restricted stock units under the issuer's 2024 Performance Incentive Plan. Each restricted stock unit represents the contingent right to receive, upon vesting of the unit, one share of the issuer's common stock. The units are scheduled to vest on the later of (x) fifty weeks following the date of grant and (y) the Company's next annual meeting of stockholders.
2. Includes 31,662 time-based restricted stock units subject to vesting and forfeiture restrictions.
3. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all the reported shares for purposes of Section 16 or for any other purpose.
4. Represents shares of Common Stock held in certain accounts (the "JCP Accounts") managed by JCP Investment Management, LLC ("JCP Management"). JCP Management, as the investment manager of JCP Accounts, may be deemed to beneficially own the shares of Common Stock held in the JCP Accounts. Mr. Pappas, as the managing member of JCP Management, may be deemed to beneficially own the shares of Common Stock held in the JCP Accounts.
5. Represents shares of Common Stock owned directly by JCP Investment Partnership, LP ("JCP Partnership"). JCP Investment Partners, LP ("JCP Partners"), as the general partner of JCP Partnership, may be deemed to beneficially own the shares of Common Stock owned directly by JCP Partnership. JCP Investment Holdings, LLC ("JCP Holdings"), as the general partner of JCP Partners, may be deemed to beneficially own the shares of Common Stock owned directly by JCP Partnership. JCP Management, as the investment manager of JCP Partnership, may be deemed to beneficially own the shares of Common Stock owned directly by JCP Partnership. Mr. Pappas, as the managing member of JCP Management and the sole member of JCP Holdings, may be deemed to beneficially own the shares of Common Stock owned directly by JCP Partnership.
/s/ Carrie Etherton, Attorney-in-Fact05/15/2026
** Signature of Reporting PersonDate
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)