PTLOPORTILLO'S INC.
8-K2.025.027.019.01

May 5, 2026

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PTLO 8-K — Smart Summary

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Portillo's Inc. reported first quarter 2026 financial results for the quarter ended March 29, 2026, with total revenue of $182.6 million, a net loss of $0.5 million, and operating income declining 56.7% year-over-year. The filing also disclosed the departure of Chief Financial Officer Michelle Hook effective May 5, 2026, with a search for her successor underway.

Item 2.02Results of Operations and Financial Condition

Financial Highlights

  • Total revenue of $182.6 million, an increase of 3.5% or $6.2 million vs. Q1 2025
  • Same-restaurant sales decreased 0.1% (vs. +1.8% in Q1 2025); average check declined 0.9%, partially offset by transactions growth of 0.8%
  • Operating income of $4.5 million, a decrease of $5.9 million or 56.7% YoY; operating income margin of 2.5% vs. 5.9% in Q1 2025
  • Net loss of $0.5 million vs. net income of $4.0 million in Q1 2025, a decrease of $4.5 million or 112.8%
  • Basic and diluted EPS of $(0.01) vs. $0.05 in Q1 2025
  • Restaurant-Level Adjusted EBITDA of $34.8 million, a decrease of $1.8 million or 4.9%; margin of 19.1% vs. 20.8%
  • Adjusted EBITDA of $18.5 million, a decrease of $2.8 million or 13.0%; margin of 10.1% vs. 12.0%
  • Net cash provided by operating activities of $17.6 million vs. $9.5 million in Q1 2025

Segment Results

  • Portillo's operates as a single restaurant concept; no separate reportable business segments disclosed
  • Same-restaurant sales (83 restaurants in comparable base): $161.3 million, down $0.2 million or 0.1% YoY
  • Restaurants not yet in comparable base opened in fiscal 2026 (4 restaurants): $1.5 million
  • Restaurants not yet in comparable base opened in fiscal 2025 (8 restaurants): $9.8 million
  • Restaurants not yet in comparable base opened in fiscal 2024 (10 restaurants): $8.4 million, down $3.6 million or 30.0% YoY
  • Other (direct shipping and non-traditional locations): $1.7 million, down $1.4 million or 45.1% YoY
  • Total restaurant count: 106 as of March 29, 2026 (vs. 94 in Q1 2025); AUV of $8.3 million vs. $8.7 million

Capital Allocation

  • Cash and cash equivalents and restricted cash of $23.993 million at March 29, 2026, up from $19.963 million at December 28, 2025
  • Short-term debt of $104.0 million and long-term debt (net of current portion) of $236.6 million as of March 29, 2026
  • Current portion of long-term debt: $6.25 million; proceeds from short-term debt, net: $14.0 million in Q1 2026
  • Payments of long-term debt: $1.562 million in Q1 2026
  • Payments of Tax Receivable Agreement liability: $7.913 million in Q1 2026
  • Distributions paid to non-controlling interest holders: $0.376 million in Q1 2026
  • No dividends on common stock mentioned; no share repurchase program disclosed

Management Commentary

  • "My first couple of months as CEO of Portillo's have been productive and encouraging, and our team is making progress in identifying the priorities that will drive our growth strategy," said Brett Patterson, President and Chief Executive Officer.
  • "Our focus is on building a sustainable, long-term plan centered on three priorities: consistently great operations, an integrated marketing strategy, and a disciplined development strategy that creates compelling shareholder value. I'm optimistic about Portillo's future and look forward to sharing more as our plan takes shape," said Brett Patterson, President and Chief Executive Officer.

Guidance

  • New units: 8 new units for fiscal 2026 (6 in first half and 2 in second half)
  • Commodity inflation: mid single digit
  • Labor inflation: 3% to 3.5%
  • Restaurant-Level Adjusted EBITDA Margin target: 20.5% to 21%
  • General and administrative expenses: $80–$82 million
  • Adjusted EBITDA: flat vs. 2025
  • Capital expenditures: $55–$60 million
  • Plans to open 3 additional restaurants in remainder of fiscal 2026, including first airport location at Dallas–Fort Worth International Airport and second in-line location in Chicago

Item 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

Departures

  • Chief Financial Officer Michelle Hook — informed the Chief Executive Officer and General Counsel and Secretary on April 30, 2026 that she will depart to pursue another opportunity, effective May 5, 2026; the Board has engaged a leading global executive search firm to assist in identifying her successor

Item 5.02

  • Michelle Hook informed the Chief Executive Officer and General Counsel and Secretary on April 30, 2026 that she will depart from her role as Chief Financial Officer, effective May 5, 2026
  • Hook joined Portillo's in 2020 and played an important role in the Company's 2021 IPO and expansion into new markets
  • The Board has initiated a process to identify her successor and has engaged a leading global executive search firm to assist in the search
  • The Board is focused on identifying a strategic leader with a demonstrated track record of delivering strong results and leading the finance function within high-growth brands

Item 7.01Regulation FD Disclosure

Item 7.01

  • Total revenues for Q1 2026 were $182.6 million, an increase of $6.2 million or 3.5% versus $176.4 million in Q1 2025; restaurants not in the Comparable Restaurant Base contributed $7.7 million of the year-over-year increase.
  • Same-restaurant sales decreased 0.1% (or $0.2 million) in Q1 2026 versus an increase of 1.8% in Q1 2025; the decline was driven by a 0.9% decrease in average check (including an approximate 1.0% decrease in product mix, partially offset by a 0.1% increase in certain menu prices), partially offset by a 0.8% increase in transactions; the Comparable Restaurant Base included 83 restaurants open for at least 24 full fiscal periods.
  • Operating income was $4.5 million (2.5% margin) in Q1 2026, a decrease of $5.9 million or 56.7% from $10.4 million (5.9% margin) in Q1 2025.
  • Net loss was $0.5 million in Q1 2026 compared to net income of $4.0 million in Q1 2025, a decrease of $4.5 million or 112.8%; net loss attributable to Portillo's Inc. was $0.4 million, or $(0.01) per basic and diluted share, versus net income attributable to Portillo's Inc. of $3.3 million, or $0.05 per share, in Q1 2025.
  • Restaurant-Level Adjusted EBITDA was $34.8 million (19.1% margin) in Q1 2026, a decrease of $1.8 million or 4.9% from $36.7 million (20.8% margin) in Q1 2025; Adjusted EBITDA was $18.5 million (10.1% margin), a decrease of $2.8 million or 13.0% from $21.2 million (12.0% margin) in Q1 2025.
  • Total restaurant operating expenses increased $8.0 million or 5.7% to $147.8 million in Q1 2026; commodity prices increased approximately 1.8%; G&A expenses increased $1.5 million or 7.7% to $20.4 million, including $0.5 million of dead site costs and $0.7 million of strategic realignment costs ($0.5 million related to development/growth plan reset and $0.2 million for CEO transition costs).
  • Pre-opening expenses increased to $2.6 million in Q1 2026 from $0.5 million in Q1 2025; AUV declined to $8.3 million from $8.7 million year-over-year; total restaurant count was 106 as of March 29, 2026 (94 in Q1 2025); as of the filing date, total restaurant count was 107.
  • Development: Four restaurants opened in Q1 2026 (Fort Worth TX, Humble TX, Dallas TX, El Paso TX); one additional restaurant opened subsequent to March 29, 2026 (Frisco TX); three additional restaurants are planned for the remainder of fiscal 2026, including the first airport location at Dallas–Fort Worth International Airport and a second in-line location in Chicago.
  • Fiscal 2026 financial targets: 8 new units (6 in first half, 2 in second half); commodity inflation mid single digit; labor inflation 3% to 3.5%; Restaurant-Level Adjusted EBITDA margin 20.5% to 21%; G&A expenses $80–$82 million; Adjusted EBITDA flat versus 2025; capital expenditures $55–$60 million.
  • CFO Michelle Hook departed effective May 5, 2026; the Board has engaged a leading global executive search firm to identify her successor, focused on a candidate with a track record in high-growth brands.

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