Business Context and Reporting Period
This Form 8-K Current Report was filed by Texas Roadhouse, Inc. on February 2, 2006. The filing details the establishment of new executive compensation targets and salary adjustments effective for fiscal year 2006.
Key Financial Metrics and Compensation Targets
The filing does not report revenue, profit, cash flow, or debt metrics. Instead, it establishes the following financial targets for executive compensation:
- 2006 Annual EPS Target: $0.52 per basic share.
- Bonus Structure: Base bonuses are adjusted by 7% for every $0.005 deviation from the EPS target (up to a 100% increase or decrease).
- Payment Schedule: Bonuses are paid quarterly based on quarterly targets aggregating to the annual goal.
Executive Compensation Tables
2006 Incentive Bonus Ranges
| Executive Officer | 2006 Base Bonus | 2006 Minimum Bonus | 2006 Maximum Bonus |
|---|---|---|---|
| Kent Taylor | $200,000 | $0 | $400,000 |
| G.J. Hart | $360,000 | $0 | $720,000 |
| Steve Ortiz | $240,000 | $0 | $480,000 |
| Scott Colosi | $138,000 | $0 | $276,000 |
| Sheila Brown | $60,000 | $0 | $120,000 |
Salary Adjustments (Effective April 1, 2006)
| Executive Officer | Current Annual Salary | New Annual Salary |
|---|---|---|
| Kent Taylor | $300,000 | $300,000 (No Change) |
| G.J. Hart | $500,000 | $550,000 |
| Steve Ortiz | $400,000 | $420,000 |
| Scott Colosi | $210,000 | $250,000 |
| Sheila Brown | $150,000 | $175,000 |
Material Changes Versus Prior Period
Compared to the 2005 compensation structure, the following changes were implemented for fiscal 2006:
- Base Bonus Increases: Base bonuses were increased for G.J. Hart (from $300,000 to $360,000), Steve Ortiz (from $200,000 to $240,000), Scott Colosi (from $115,000 to $138,000), and Sheila Brown (from $50,000 to $60,000). Kent Taylor's base bonus remained at $200,000.
- Salary Increases: Annual salaries were increased for four of the five named executives, effective April 1, 2006.
Guidance, Outlook, and Risks
Management Commentary: The Compensation Committee set the $0.52 EPS target as the benchmark for fiscal 2006 performance. The target is subject to adjustment for acquisitions, divestitures, accounting changes, or extraordinary events.
Risks and Contingencies: The filing notes that the Annual Target may be adjusted by the Compensation Committee based on specific corporate events. The filing does not provide broader operational guidance or risk factors beyond the compensation mechanics.
Key Facts for Investor Verification
- Verify the company's ability to achieve the $0.52 EPS target for fiscal 2006 to determine actual executive payout levels.
- Monitor for any future adjustments to the EPS target due to acquisitions, divestitures, or accounting changes.
- Note the increase in fixed compensation costs due to salary raises effective April 1, 2006.
- Confirm that the filing text does not contain updated revenue or debt figures, as this report is strictly limited to executive compensation agreements.