Business Context and Reporting Period
This Form 8-K reports on the Annual Meeting of Shareholders held by Texas Roadhouse, Inc. on May 21, 2026. The filing details the outcomes of shareholder votes regarding board elections, auditor ratification, and executive compensation.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This document is a current report on corporate governance events and does not contain financial performance data.
Material Changes
No material financial changes are reported in this filing. The document focuses solely on the results of the shareholder vote.
Outlook, Risks, and Voting Results
The following matters were submitted to a vote of security holders:
- Election of Directors: All nine nominees were elected. The highest number of "Withheld" votes was cast for Gregory N. Moore (1,542,883), while the lowest was for Elizabeth K. Ingram (131,924). Broker non-votes totaled 4,624,954 for all director nominees.
- Auditor Ratification: Shareholders ratified the selection of KPMG LLP as the independent auditor for fiscal year 2026. Votes were 59,265,718 For, 1,303,270 Against, and 25,441 Abstain.
- Executive Compensation: The advisory vote on executive compensation was approved. Votes were 54,319,888 For, 1,606,486 Against, and 43,101 Abstain.
Investor Verification Checklist
- Verify the total number of shares outstanding to contextualize the voting percentages.
- Review the proxy statement for details on the specific compensation packages approved in the advisory vote.
- Confirm the fiscal year 2026 financial results in the upcoming 10-K or 10-Q filings, as they are not included in this 8-K.
- Monitor the "Withheld" vote count for Gregory N. Moore, which was significantly higher than other nominees.