PTLO on Nasdaq

Portillo's Restaurants

Logo: Portillo's Restaurants, Public domain, via Wikimedia Commons4

Chicago-based fast casual restaurant chain

Portillo's Restaurant Group, Inc. is an American fast casual restaurant chain based in the Chicago area that specializes in serving Chicago-style food such as hot dogs, Maxwell Street Polish, and Italian beef. The company was founded by Dick Portillo on April 9, 1963, in Villa Park, Illinois, under the name "The Dog House".3 Its shares trade on Nasdaq under the symbol PTLO.1 Wikipedia text CC BY-SA 4.0

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Last updated Oct 21, 2026.

Overview

$732.1MRevenue, fiscal 20255
$19.3MNet income, fiscal 20255
1963Founded1

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  • TickerPTLO on Nasdaq1
  • Industryrestaurant1
  • HeadquartersOak Brook1
  • Websitewww.portillos.com
  • Incorporated inDE6
  • Business addressC/O The Portillo Restaurant Group, 2001 Spring Road, Suite 400, Oak Brook, Il 60523-19036
  • Filer categoryLarge accelerated filer6

Portillo's Restaurant Group, Inc. is an American fast casual restaurant chain based in the Chicago area that specializes in serving Chicago-style food such as hot dogs, Maxwell Street Polish, and Italian beef. The company was founded by Dick Portillo on April 9, 1963, in Villa Park, Illinois, under the name "The Dog House".3

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

6.0%Operating margin5
2.6%Net margin5
3.0%Revenue growth, 20255
4.1%Return on equity5
0.51×Debt to equity5
-$18.5MFree cash flow5

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Other costs97¢$709.7M
  • Income tax0¢$3.0M
  • Profit3¢$19.3M

Out of $732.1M in revenue.5

Where each dollar of operating cash went, fiscal 2025

  • Capital spending100¢$90.4M

Out of $71.9M of cash from operations. Spending exceeded cash from operations; the rest came from savings or borrowing.5

Financial statements

Revenue91011125$732.1M in 2025+53% since 2019
0$200.0M$400.0M$600.0M$800.0M2019: $479.4M$479.4M20192020: $455.5M$455.5M2020−5%2021: $535.0M$535.0M2021+17%2022: $587.1M$587.1M2022+10%2023: $679.9M$679.9M2023+16%2024: $710.6M$710.6M2024+5%2025: $732.1M$732.1M2025+3%
Operating income91011125$43.7M in 2025−11% since 2019
0$20.0M$40.0M$60.0M2019: $48.9M$48.9M20192020: $57.3M$57.3M2020+17%2021: $30.0M$30.0M2021−48%2022: $41.3M$41.3M2022+38%2023: $55.4M$55.4M2023+34%2024: $58.0M$58.0M2024+5%2025: $43.7M$43.7M2025−25%
Net income91011125$19.3M in 2025
-$20.0M0$20.0M$40.0M2019: -$12.9M-$12.9M20192020: -$8.3M-$8.3M2020−36%2021: -$15.2M-$15.2M2021+84%2022: $10.9M$10.9M20222023: $18.4M$18.4M2023+70%2024: $29.5M$29.5M2024+60%2025: $19.3M$19.3M2025−34%

Every line of the income statement as filed: the last 3 fiscal years, latest first.5

Period ending2025-12-312024-12-312023-12-31
REVENUES, NET$732.1M$710.6M$679.9M
Food, beverage and packaging costs$251.7M$241.7M$230.9M
Labor$191.7M$181.1M$173.9M
Occupancy$40.6M$36.6M$33.4M
Other operating expenses$89.6M$83.0M$76.6M
Total restaurant operating expenses$573.7M$542.4M$514.7M
General and administrative expenses$77.1M$75.1M$78.8M
Pre-opening expenses$8.8M$9.2M$9.0M
Depreciation and amortization$29.1M$27.3M$24.3M
Net income attributable to equity method investment-$1.3M-$1.2M-$1.4M
Other loss (income), net$946.0K-$312.0K-$1.0M
OPERATING INCOME$43.7M$58.0M$55.4M
Interest expense$22.8M$25.6M$27.5M
Interest income-$275.0K-$309.0K-$212.0K
Tax Receivable Agreement liability adjustment-$2.9M-$9.1M-$3.3M
Loss on debt extinguishment$0$0$3.5M
INCOME BEFORE INCOME TAXES$24.1M$41.9M$28.1M
Income tax expense$3.0M$6.8M$3.2M
NET INCOME$21.1M$35.1M$24.8M
Net income attributable to non-controlling interests$1.7M$5.6M$6.4M
NET INCOME ATTRIBUTABLE TO PORTILLO'S INC.$19.3M$29.5M$18.4M
Basic (in dollars per share)$0.28$0.48$0.34
Diluted (in dollars per share)$0.27$0.46$0.32
Basic (in shares)68.8M shares61.1M shares53.8M shares
Diluted (in shares)71.1M shares64.0M shares57.3M shares

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Corporate structure

Portillo's Restaurants sits at the top of its group. 8 entities, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Portillo's Restaurants

  • AllianceBernstein Filed SCHEDULE 13G/A on Portillo's Restaurants, latest Aug 14, 2026 (4 filings since May 14, 2025)
  • ORBIS INVESTMENT MANAGEMENT LTD Filed SCHEDULE 13G/A on Portillo's Restaurants, latest Aug 14, 2026 (11 filings since Feb 14, 2023)
  • VANGUARD GROUP INC Filed SCHEDULE 13G/A on Portillo's Restaurants, latest Mar 27, 2026 (6 filings since Feb 10, 2022)
  • Ameriprise Financial Filed SCHEDULE 13G/A on Portillo's Restaurants, latest Nov 14, 2025 (2 filings since May 15, 2025)
  • Engaged Capital LLC Filed SCHEDULE 13D/A on Portillo's Restaurants, latest Oct 22, 2025 (6 filings since Aug 15, 2024)
  • Berkshire Partners Holdings LLC Filed SCHEDULE 13G/A on Portillo's Restaurants, latest Aug 13, 2025 (5 filings since Feb 14, 2022)
  • BlackRock Filed SC 13G on Portillo's Restaurants, latest Jan 29, 2024
  • Select Equity Group, L.P. Filed SC 13G/A on Portillo's Restaurants, latest Feb 14, 2023 (4 filings since Oct 29, 2021)
  • Portillo's Restaurants Oak Brook
    • AP Dogs, LLC Subsidiary · Delaware, United States
    • JV Holdings, LLC Subsidiary · Delaware, United States
    • PHD Card Services, LLC Subsidiary · Florida, United States
    • PHD Group Holdings LLC Subsidiary · Delaware, United States
    • PHD Intermediate LLC Subsidiary · Delaware, United States
    • Portillo’s Holdings, LLC Subsidiary · Delaware, United States
    • Portillo’s Hot Dogs, LLC Subsidiary · Delaware, United States

Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Portillo's Restaurants reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Computer equipment and software$3.2M5 Dec 28, 2025$3.4M5 Dec 29, 2024−5.9%
Property and equipment, before depreciation$591.6M5 Dec 28, 2025$507.0M5 Dec 29, 2024+16.7%
Accumulated depreciation$171.3M5 Dec 28, 2025$148.0M5 Dec 29, 2024+15.7%
Property and equipment, net$420.3M5 Dec 28, 2025$359.0M5 Dec 29, 2024+17.1%
Operating-lease assets (leased space)$261.1M5 Dec 28, 2025$222.4M5 Dec 29, 2024+17.4%

Real estate and locations

ItemLatestA year beforeChange
Restaurants1015 Dec 28, 2025935 Dec 29, 2024+8.6%

Investments

ItemLatestA year beforeChange
Stakes in other companies (equity method)$15.7M5 Dec 28, 2025$16.1M5 Dec 29, 2024−2.2%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$394.3M5 Dec 28, 2025$394.3M5 Dec 29, 20240%
Intangible assets, net (excluding goodwill)$245.1M5 Dec 28, 2025$250.0M5 Dec 29, 2024−2.0%
Indefinite-lived intangibles (excluding goodwill)$221.7M5 Dec 28, 2025$223.9M5 Dec 29, 2024−1.0%
Trademarks and trade names (indefinite-lived)$221.7M5 Dec 28, 2025$223.9M5 Dec 29, 2024−1.0%
Accumulated amortization$32.7M5 Dec 28, 2025$30.0M5 Dec 29, 2024+9.0%
Finite-lived intangibles, net$23.4M5 Dec 28, 2025$26.1M12 Dec 29, 2024−10.4%

Inventory

ItemLatestA year beforeChange
Inventory, total$8.2M5 Dec 28, 2025$7.9M5 Dec 29, 2024+3.7%
Raw materials$5.4M5 Dec 28, 2025$5.8M5 Dec 29, 2024−6.0%
Work in process$156.0K5 Dec 28, 2025$168.0K5 Dec 29, 2024−7.1%
Finished goods$1.8M5 Dec 28, 2025$1.2M5 Dec 29, 2024+50.2%

Properties, in its own words

Our home office is located at 2001 Spring Road, Suite 400, Oak Brook, IL 60523. We lease our home office.

Our restaurant footprint consists of 102 Portillo’s restaurants across 11 states, including C&O. We operate two food production commissaries in Illinois. We lease the majority of our properties on which we operate restaurants and commissaries. We own real property underlying one company-operated restaurant. We also have one non-traditional, mobile location in operation, a food truck.

The rest of Item 2

State · Number of Restaurants

Arizona · 9

California · 2

Florida · 8

Georgia · 1

Illinois · 50

Indiana · 8

Iowa · 1

Michigan · 2

Minnesota · 3

Texas · 14

Wisconsin · 4

Total · 102

Item 2 of the 10-K filed Feb 24, 2026.17

The story

Portillo's was founded in 1963 by Dick Portillo. After returning from serving in the Marines, Portillo gathered money from his savings and an investment from his brother Frank to open a hot dog stand. They bought a 12-foot trailer that had no restroom and no running water. They named it "The Dog House". The Dog House operated on North Avenue in Villa Park. At first the stand lost money and a solution was needed. Portillo snuck into one of the back rooms of a competitor and wrote down where they were purchasing their product. He continued the process of learning by visiting different competitors. By 1967, The Dog House, now in good financial standing, was upgraded to a larger trailer and was renamed "Portillo's". In 1970, he partnered with Harold Reskin and opened up his second location in a shopping mall that Reskin owned. Between 1972 and 1989, he opened up a second restaurant under the name "Barney's" that specialized in BBQ meals. In 1983 Portillo's opened up its first drive thru in Downers Grove. In the 90's Portillo's had profited by more than $50 million with 25 stores around the Chicago area. In 1993, he experimented with a few ideas by combining his concept stores Barney's and Barnelli's with a Portillo's restaurant. In 1994, the first Portillo's within Chicago city limits opened at the intersection of Clark and Ontario St. In 1995, Portillo opened Key Wester Fish & Pasta House in Naples, Florida. In 1996, Portillo brought the Key Wester Fish & Pasta to Naperville. In 2000, Portillo opened another concept restaurant called Luigi's House. The Portillo's chain grew again in 2010 with Honey-Jam Café.

In 2014, Portillo sold Portillo's to Berkshire Partners. The new owners are planning to open five to seven restaurants each year. Portillo has been buying the land for new sites, which he then leases back to the company.

The company filed to go public in 2021. Its initial public offering sold 28% of the company as stocks traded on the Nasdaq as of October 21, 2021, with private equity firm Berkshire Partners retaining the remainder of the ownership.

In April 2025, the chain began serving a limited-trial breakfast menu at six of its Chicago-area restaurants. Items included a Polish sausage, egg and cheese sandwich and a chocolate cake doughnut, topped with its signature chocolate cake frosting. In May of that year during Italian Beef Month, the chain announced "The Leo" available that month. Named for Cardinal Robert Francis Prevost, a native Chicagoan, after he was elected the first-ever American pope and took the name Pope Leo XIV, it featured the beef "baptized" (dipped extra) in its juices. Br. Joe Ruiz, a student of Pope Leo's who lived with him for a year, said in a WGN-TV interview that the Pope's favorite cake is the restaurant's chocolate cake.

In September 2025, shortly after Portillo's announced a "strategic reset" of the company's financial targets, Michael Osanloo stepped down as CEO. Michael Miles Jr., Portillo's board chairman, stepped in as the Interim CEO.

In February 2026, Brett Patterson, former chief executive of Miller's Ale House, was announced as the new permanent CEO.

From Wikipedia’s article on Portillo's Restaurants, shared under CC BY-SA 4.0.7

Leadership

Who has led Portillo's Restaurants, and when. Pick a name to see everywhere that person has worked.

Board members and other officers (20)

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • AP Dogs, LLC Delaware8
  • JV Holdings, LLC Delaware8
  • PHD Card Services, LLC Florida8
  • PHD Group Holdings LLC Delaware8
  • PHD Intermediate LLC Delaware8
  • Portillo’s Holdings, LLC Delaware8
  • Portillo’s Hot Dogs, LLC Delaware8

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Timeline

  1. Oct 6, 20268-K Executive or director change43
  2. Aug 5, 20268-K Results of operations; Regulation FD disclosure44
  3. Aug 4, 20268-K Executive or director change; Regulation FD disclosure45
  4. Jun 30, 20268-K Executive or director change; Regulation FD disclosure46
  5. Jun 12, 20268-K Shareholder vote47
  6. May 21, 20268-K Executive or director change; Regulation FD disclosure48
  7. May 5, 20268-K Results of operations; Executive or director change; Regulation FD disclosure49
  8. Mar 11, 20268-K Executive or director change; Regulation FD disclosure50
  9. Feb 24, 2026New chief executive Brett Patterson becomes CEO18
  10. Feb 24, 20268-K Results of operations51
  11. Feb 11, 20268-K Executive or director change; Regulation FD disclosure52
  12. Jan 12, 20268-K Regulation FD disclosure53
  13. Nov 4, 20258-K Results of operations; Regulation FD disclosure54
  14. Oct 21, 2021New chief executive Michael Osanloo becomes CEO19
  15. 1963Founded Founded1

Calendar

Coming up

  1. Nov 5, 2026 · Before the openReports results for the quarter ending Sep/2026 A year earlier it reported $0.02 a share, on Nov 4, 2025.55

When it reported results

  1. Aug 5, 2026Reported quarterly or annual results44
  2. May 5, 2026Reported quarterly or annual results49
  3. Feb 24, 2026Reported quarterly or annual results51
  4. Nov 4, 2025Reported quarterly or annual results54
  5. Aug 5, 2025Reported quarterly or annual results56
  6. May 6, 2025Reported quarterly or annual results57
  7. Feb 25, 2025Reported quarterly or annual results58
  8. Nov 5, 2024Reported quarterly or annual results59

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

434 filings to the SEC since October 2021: 5 annual reports, 16 quarterly reports, 60 major events, 245 insider forms, 39 large holders, 69 other. The latest 20:

  1. Oct 6, 20268-K EDGAR
  2. Sep 23, 20264 EDGAR
  3. Sep 8, 20263 EDGAR
  4. Sep 8, 20264 EDGAR
  5. Aug 14, 2026SCHEDULE 13G/A EDGAR
  6. Aug 14, 2026SCHEDULE 13G/A EDGAR
  7. Aug 12, 20264 EDGAR
  8. Aug 5, 202610-Q EDGAR
  9. Aug 5, 20268-K EDGAR
  10. Aug 4, 20268-K EDGAR
  11. Jun 30, 20268-K EDGAR
  12. Jun 12, 20268-K EDGAR
  13. Jun 2, 20264 EDGAR
  14. Jun 2, 20264 EDGAR
  15. Jun 2, 20264 EDGAR
  16. May 27, 20263 EDGAR
  17. May 21, 20268-K EDGAR
  18. May 15, 2026SCHEDULE 13G/A EDGAR
  19. May 12, 20264 EDGAR
  20. May 5, 202610-Q EDGAR

The 434 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

22 open-market trades by officers, directors and large owners since October 2021: 11 buys and 11 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Aug 12, 2026LEE EUGENE I JRDirectorBuy65,355$4.59$300.0KForm 4
May 11, 2026LEE EUGENE I JRDirectorBuy70,165$4.28$300.3KForm 4
Mar 13, 2026LEE EUGENE I JRDirectorBuy286,000$5.18$1.5MForm 4
Aug 11, 2025Osanloo MichaelPresident & CEOBuy2,000$8.00$16.0KForm 4
Aug 8, 2025Osanloo MichaelPresident & CEOBuy11,320$7.42$84.0KForm 4
Aug 7, 2025LEE EUGENE I JRDirectorBuy130,250$7.68$1.0MForm 4
Aug 7, 2025Hook Michelle GreigCFO & TreasurerBuy40,000$7.67$306.8KForm 4
Aug 7, 2025Kaiser Kelly MGeneral Counsel and SecretaryBuy27,000$7.68$207.4KForm 4
May 19, 2025BPSP, L.P.DirectorSale10,000,000$12.23$122.3MForm 4
Mar 13, 2025Hartung JackDirectorBuy72,500$12.82$929.5KForm 4
Aug 15, 2024Scarpino Nicholas AnthonyChief Marketing OfficerSale96,722$11.75$1.1MForm 4
Aug 9, 2024Osanloo MichaelPresident & CEOSale66,052$10.29$679.7KForm 4
Jan 4, 2024Pratt Derrick LeeChief Operating OfficerSale1,827$14.94$27.3KForm 4
Dec 7, 2023Osanloo MichaelPresident & CEOSale1,558$15.99$24.9KForm 4
Nov 13, 2023Pratt Derrick LeeChief Operating OfficerSale29,457$14.75$434.5KForm 4
Nov 7, 2023Osanloo MichaelPresident & CEOSale10,000$15.22$152.2KForm 4
Mar 10, 2023Cook George Richard IIISenior VP, TechnologySale18,662$18.95$353.7KForm 4
Nov 30, 2022Waite Jill FrancineChief People OfficerBuy80$18.17$1.5KForm 4
Nov 30, 2022Osanloo MichaelPresident & CEOBuy1,262$18.17$22.9KForm 4
Nov 11, 2022Scarpino Nicholas AnthonyChief Marketing OfficerSale21,500$25.38$545.7KForm 4

All 22 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025Michael OsanlooFormer President and Chief Executive Officer$684.0K$7.3M68
2025Michelle HookChief Financial Officer and Treasurer$468.9K$1.8M68
2025Michael A. Miles, Jr.Interim President and Chief Executive Officer$16.3K$1.5M68
2025Tony DardenChief Operating Officer$465.0K$1.3M68
2025Jill WaiteChief People Officer$420.3K$1.1M68
2025Kelly KaiserGeneral Counsel and Secretary$380.0K$1.0M68
2024Michael OsanlooFormer President and Chief Executive Officer$929.8K$5.9M68
2024Michelle HookChief Financial Officer and Treasurer$466.5K$1.8M68
2024Jill WaiteChief People Officer$417.5K$1.1M68
2024Kelly KaiserGeneral Counsel and Secretary$379.1K$994.6K68
2023Michael OsanlooFormer President and Chief Executive Officer$898.6K$2.0M68
2023Michelle HookChief Financial Officer and Treasurer$452.7K$940.2K68
2023Jill WaiteChief People Officer$401.9K$715.3K68

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 100. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
BlackRock, Inc.4,907,534$23.3M0.0%−210,200
Orbis Allan Gray Ltd4,171,276$19.8M0.1%−2,896,948
Engaged Capital LLC3,442,990$16.3M5.1%No change
Citadel Advisors LLC3,150,113$14.9M0.0%+2,597,013
Vanguard Capital Management LLC3,065,726$14.5M0.0%+26,173
Marshall Wace, Llp2,341,610$11.1M0.0%+645,050
Zuckerman Investment Group, LLC2,049,697$9.7M0.8%−12,427
Geode Capital Management, LLC1,814,316$8.6M0.0%+144,298
State Street Corp1,454,163$6.9M0.0%+166,617
Goldman Sachs Group Inc1,421,040$6.7M0.0%+433,889
Blair William & Co/il1,242,512$5.9M0.0%+129,590
Millennium Management LLC1,229,588$5.8M0.0%+608,172
Aqr Capital Management LLC1,079,932$5.1M0.0%+772,499
Berkshire Partners LLC1,045,630$5.0M100.0%No change
Morgan Stanley736,160$3.5M0.0%+125,169
Hotchkis & Wiley Capital Management LLC734,340$3.5M0.0%+132,200
Vanguard Portfolio Management LLC705,095$3.3M0.0%+83,336
Susquehanna International Group, Llp636,666$3.0M0.0%−157,552
Charles Schwab Investment Management Inc635,068$3.0M0.0%+4,489
Northern Trust Corp552,977$2.6M0.0%+31,161
Southeast Asset Advisors, LLC486,415$2.3M0.2%+70,165
Vanguard Fiduciary Trust Co476,440$2.3M0.0%+5,117
Jump Financial, LLC471,130$2.2M0.0%New
Bridgeway Capital Management, LLC443,310$2.1M0.0%−30,117
Dimensional Fund Advisors LP397,885$1.9M0.0%−679,791

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How Portillo's Restaurants is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARPortillo's Inc.2
  • CIK0001871509
  • Employer ID (EIN)87-110430417
  • Filer statusLarge accelerated filer not an emerging growth company; not a smaller reporting company; not a shell company17
  • Incorporated inDelaware17
  • Fiscal year endsDecember 272
  • Industry code (SIC)5812 Retail-Eating Places2
  • SEC reviewing officeOffice of Trade & Services, Division of Corporation Finance2
  • Business addressC/O The Portillo Restaurant Group, 2001 Spring Road, Suite 400, Oak Brook, IL 60523-19032
  • Phone(630) 954-37732
  • Shares outstanding72,065,650 Common Class A shares; 3,442,335 Common Class B shares as of Feb 17, 202617
  • Public float$812.1M as of Jun 27, 202517
  • AuditorDeloitte & Touche LLP, Chicago, Illinois PCAOB ID 34; it also attests to the company’s internal control over financial reporting17
  • On EDGAR sinceJul 19, 20212
  • Filings443 in all: 4 (218), 8-K (58), 3 (27), SCHEDULE 13G/A (16), 10-Q (15), 144 (14), SC 13G/A (10), CORRESP (9)2
    All 35 form types

    DEFA14A (8), UPLOAD (7), 10-K (5), DEF 14A (5), S-1/A (5), SC 13G (5), SCHEDULE 13D/A (5), ARS (4), 424B5 (3), FWP (3), S-8 (3), 424B4 (2), 8-K/A (2), DRS (2), EFFECT (2), S-1 (2), S-8 POS (2), SCHEDULE 13G (2), 10-Q/A (1), 8-A12B (1), CERT (1), DFAN14A (1), DRS/A (1), DRSLTR (1), PX14A6G (1), S-3ASR (1), SC 13D (1)

  • Latest filingsAnnual report (10-K) Feb 24, 2026
    Quarterly report (10-Q) Aug 5, 2026
    Proxy statement (DEF 14A) Apr 17, 2026
    Latest 8-K (8-K) Oct 6, 2026

Securities registered for trading

ClassSymbolExchange
Class A common stock, $0.01 par value per sharePTLONasdaq Global Select Market

From the cover page of the 10-K filed Feb 24, 2026 (Section 12(b) of the Exchange Act).17

Risk factors and legal proceedings

The risks Portillo's Restaurants names in Item 1A of its 10-K filed Feb 24, 2026: 42 risks under these headings, as written.17

  • Risks Related to Our Business, Industry and Growth Strategies
  • We are vulnerable to changes in economic conditions, increases in food and commodity costs and consumer preferences.
  • We may fail to open new restaurants or establish new markets or our new restaurants may not perform as well as anticipated, may not be profitable, or may close.
  • Our growth plans and ongoing capital expenditure ("capex") needs require us to spend capital, which may not be readily available.
  • Our same-restaurant sales may be lower than we expect in future periods.
  • Our marketing programs and any limited time or seasonal offerings may be unsuccessful and could fail to meet expectations, and our new menu items, advertising campaigns, heavy reliance on social media and restaurant designs and remodels may not generate increased sales or profits.
  • Food safety concerns and incidents involving food-borne illness could have an adverse effect on our business.
  • We face significant competition for guests, and our inability to compete effectively may affect our traffic, our sales and our operating profit margins, which could have a material adverse effect on our Results.
  • Our restaurant base is geographically concentrated in the Midwestern United States, and we could be negatively affected by conditions specific to that region.
  • Damage to our reputation and negative publicity could have a material adverse effect on our Results.
  • The digital and delivery business, and expansion thereof, is uncertain and subject to inherent risk.
  • We have a limited number of suppliers and distributors for certain key ingredients. If our suppliers or distributors do not fulfill their contractual obligations, we could encounter supply shortages and incur higher costs.
The other 31 risks
  • Any prolonged disruption in the operations of our two commissaries could harm our business.
  • We depend on our executive officers and certain other key team members. Our failure to retain such key personnel or manage the transition associated with senior leadership changes, including the recent departure of our CEO, and appointment of our new CEO, could have a material adverse effect on our business.
  • Failure to maintain our corporate culture as we grow could have a material adverse effect on our business.
  • Matters relating to employment and labor law could have a material adverse effect, result in litigation or union activities, add significant costs and divert management attention.
  • Labor quality, labor shortages or increased labor costs could have a material adverse effect on our Results.
  • We are exposed to risks associated with leasing property including long-term, non-cancelable leases and potential inability to renew expiring leases.
  • An impairment in the carrying value of our goodwill, indefinite-lived intangible assets or long-lived assets could have a material adverse effect on our business.
  • Natural disasters, unusual weather conditions, pandemic outbreaks, political events, war and terrorism could disrupt our business and result in lower sales, increased operating costs and capital expenditures.
  • The focus on environmental sustainability and social initiatives could increase our costs, harm our reputation, and adversely impact our Results.
  • Our inability or failure to execute on a comprehensive business continuity plan at our Restaurant Support Center following a disaster or force majeure event could have a material adverse impact on our Results.
  • Risks Related to Our Indebtedness
  • Our level of indebtedness could have a material adverse effect on our business and limit our ability to plan for or respond to changes in our business.
  • Risks Related to Our Organizational Structure
  • Delaware law and our organizational documents, as well as our existing and future debt agreements, may impede or discourage a takeover, which could deprive our investors of the opportunity to receive a premium for their shares.
  • We are a holding company and our principal asset is our ownership of LLC Units in Portillo’s OpCo. Accordingly, we are dependent upon distributions from Portillo’s OpCo to pay dividends, if any, and taxes, make payments under the Tax Receivable Agreement and pay other expenses.
  • In certain circumstances, Portillo’s OpCo will be required to make distributions to us and the other holders of LLC Units, and those distributions may be substantial.
  • Our organizational structure, including the Tax Receivable Agreement ("TRA"), introduces complexity into our business.
  • Our business and operations could be negatively affected if we become the target of any securities litigation or shareholder activism efforts, which could cause us to incur significant expenses, hinder execution of our growth strategy and impact our stock price.
  • Risks Related to Intellectual Property, Information Technology, and Data Security
  • The failure to protect and maintain our intellectual property, including our trademarks, could have a material adverse effect on our business.
  • Security breaches, system interruptions, material failure of our system, or complications with the implementation or usage of our new systems could disrupt our operations, compromise confidential personally identifying information, subject us to loss, harm our business, and have a material adverse impact on our business, financial condition and results of operations.
  • The rapid development and integration of AI and emerging technologies into our processes poses risks to our business.
  • Failure to comply with existing and new federal and state laws and regulations relating to privacy, data protection, advertising and consumer protection, could have a material adverse effect.
  • Risks Related to Legal and Regulatory Matters
  • Increasing regulatory and legal complexity may result in costly compliance efforts.
  • Tariffs and other trade policies could have a substantial impact on our business.
  • We can incur liabilities arising from environmental laws and compliance with environmental laws could increase our operating expenses.
  • We could be party to litigation that could distract management, increase our expenses or subject us to material monetary damages or other remedies.
  • As a public company, we incur significant costs to comply with the laws and regulations affecting public companies which could harm our business and results of operations.
  • If we fail to maintain effective internal controls over financial reporting, or if our internal controls are ineffective, our ability to produce timely and accurate financial information or to comply with Section 404 of the Sarbanes-Oxley Act of 2002 could be impaired.
  • General Risks
  • Fluctuations in our tax obligations, effective tax rate, and realization of our deferred tax assets may result in volatility of our results of operations.
  • Our insurance may not provide adequate levels of coverage against claims.
  • Changes in accounting principles applicable to us could have a material adverse effect on our Results.
  • Our amended and restated certificate of incorporation designates the Court of Chancery of the State of Delaware as the sole and exclusive forum for certain types of actions that may be initiated by our shareholders, and designates the federal district courts of the United States as the sole and exclusive forum for claims arising under the Securities Act, which, in each case could limit our shareholders’ ability to obtain a favorable judicial forum for certain disputes.
  • Our annual and quarterly results of operations may fluctuate, and if our operating and financial performance in any given period does not meet the guidance that we have provided to the public or the expectations of our investors and securities analysts, the trading price of our Class A common stock may decline.

Legal proceedings

The disclosure provided in Part II, Item 8 "Financial Statements And Supplementary Data, Note 16. Contingencies" is incorporated herein by reference.

The opening of Item 3, Legal Proceedings.17

Sources

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