Home › Companies › Texas Roadhouse, Inc. › 2025-2026

Texas Roadhouse, Inc. 2025-2026 Proxy Voting Records

Compiled from SEC Form N-PX filings and Texas Roadhouse, Inc.’s Form 8-K, filed May 22, 2026 (Item 5.07 on EDGAR). Page generated October 18, 2026.

  • 11Ballot items
  • 595Asset managers
  • 6,461Fund votes
  • May 21, 2026Meeting date

Results at a glance

Meeting of May 21, 2026: 11 items on Texas Roadhouse, Inc.’s Form 8-K, filed May 22, 2026: 9 elected · 2 approved.

Material dissent

None.

Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided

Proxy season: 2023-2024 2024-2025 2025-2026

Explore Texas Roadhouse, Inc. in the interactive database Compare manager voting policies

Official 2025-2026 meeting results reported by Texas Roadhouse, Inc.

These tallies are Texas Roadhouse, Inc.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 22, 2026 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.

Texas Roadhouse, Inc. — official shareholder meeting results, meeting held May 21, 2026
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Jane Grote Abell 55,594,664--27,247 347,5644,624,954 99.3%Elected—
Elect Director: Hugh J. Carroll 55,690,485--27,352 251,6384,624,954 99.5%Elected—
Elect Director: Michael A. Crawford 55,358,029--27,650 583,7964,624,954 99%Elected—
Elect Director: Donna E. Epps 55,363,182--124,810 481,4834,624,954 99.1%Elected—
Elect Director: Elizabeth K. Ingram 55,810,651--26,900 131,9244,624,954 99.7%Elected—
Elect Director: Wayne L. Jones 55,499,574--27,950 441,9514,624,954 99.2%Elected—
Elect Director: Gregory N. Moore 54,398,238--28,354 1,542,8834,624,954 97%Elected—
Elect Director: Gerald L. Morgan 55,694,912--27,113 247,4504,624,954 99.5%Elected—
Elect Director: Curtis A. Warfield 55,240,872--29,223 699,3804,624,954 99%Elected—
Ratification of the finance and audit committee's selection of KPMG LLP as the Company's independent auditors for fiscal year 2026 59,265,7181,303,27025,441 ---- 98%Approved—
Advisory Vote on Executive Compensation 54,319,8881,606,48643,101 --4,624,954 97%Approved—

Source: Texas Roadhouse, Inc., Form 8-K, filed with the SEC on May 22, 2026 — read the filing on EDGAR.

How asset managers voted at the Texas Roadhouse, Inc. 2025-2026 meeting

Each item below shows how the 595 asset managers that disclosed a Texas Roadhouse, Inc. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report.

1. Elect Director: Curtis A. Warfield

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 55,240,872WITHHELD: 699,380
Details: description as filed, official tally, votes by 144 asset managers

Description as filed by funds: Election of Directors: Curtis A. Warfield

Texas Roadhouse, Inc.’s own tally for this item (“Elect Director: Curtis A. Warfield”): 55,240,872 for, 699,380 withheld, per its Form 8-K filed May 22, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The nominees for the Company's Board of Directors were elected as follows:”
Support: 99% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 144 asset managers below reported 30,421,191 for, 31,161 against, 11,548 abstained, 56 not voted.

FOR
FOR: 30,421,191AGAINST: 31,161ABSTAIN: 11,548NOT VOTED: 56
Largest asset managers voting on “Election of Directors: Curtis A. Warfield” at Texas Roadhouse, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard6,385,2861 00For
BlackRock3,986,0970 00For
Capital Group3,504,2920 00For
Fidelity2,694,5250 00For
Victory Capital1,169,6170 00For
T. Rowe Price827,6810 00For
AB LARGE CAP GROWTH FUND INC780,0110 00For
Neuberger Berman732,2220 00For
TIAA660,8580 00For
Invesco569,3620 00For
Charles Schwab536,8160 00For
State Street516,4870 00For
FRANKLIN STRATEGIC SERIES430,5120 00For
Thrivent412,5600 00For
Jackson National397,8330 00For
JPMorgan360,8210 00For
ETF Series Solutions318,5360 00For
Federated Hermes314,2760 00For
Nationwide305,5330 00For
American Century300,4760 00For
OLD WESTBURY FUNDS INC267,4820 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)236,5160 00For
Hartford235,8740 00For
Bridge Builder Trust209,1650 00For
Dimensional206,3230 00For

Showing the 25 largest of 144 asset managers. See all 144 in the interactive database.

2. Elect Director: Donna E. Epps

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

99.1% Majority: yes · of votes cast

FOR 99.1%
FOR: 55,363,182WITHHELD: 481,483
Details: description as filed, official tally, votes by 144 asset managers

Description as filed by funds: Election of Directors: Donna E. Epps

Texas Roadhouse, Inc.’s own tally for this item (“Elect Director: Donna E. Epps”): 55,363,182 for, 481,483 withheld, per its Form 8-K filed May 22, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The nominees for the Company's Board of Directors were elected as follows:”
Support: 99.1% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 144 asset managers below reported 30,422,648 for, 29,704 against, 11,548 abstained, 56 not voted.

FOR
FOR: 30,422,648AGAINST: 29,704ABSTAIN: 11,548NOT VOTED: 56
Largest asset managers voting on “Election of Directors: Donna E. Epps” at Texas Roadhouse, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard6,385,2861 00For
BlackRock3,986,0970 00For
Capital Group3,504,2920 00For
Fidelity2,694,5250 00For
Victory Capital1,169,6170 00For
T. Rowe Price827,6810 00For
AB LARGE CAP GROWTH FUND INC780,0110 00For
Neuberger Berman732,2220 00For
TIAA660,8580 00For
Invesco569,3620 00For
Charles Schwab536,8160 00For
State Street516,4870 00For
FRANKLIN STRATEGIC SERIES430,5120 00For
Thrivent412,5600 00For
Jackson National397,8330 00For
JPMorgan360,8210 00For
ETF Series Solutions318,5360 00For
Federated Hermes314,2760 00For
Nationwide305,5330 00For
American Century300,4760 00For
OLD WESTBURY FUNDS INC267,4820 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)236,5160 00For
Hartford235,8740 00For
Bridge Builder Trust209,1650 00For
Dimensional206,3230 00For

Showing the 25 largest of 144 asset managers. See all 144 in the interactive database.

3. Elect Director: Elizabeth K. Ingram

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

99.7% Majority: yes · of votes cast

FOR 99.7%
FOR: 55,810,651WITHHELD: 131,924
Details: description as filed, official tally, votes by 144 asset managers

Description as filed by funds: Election of Directors: Elizabeth K. Ingram

Texas Roadhouse, Inc.’s own tally for this item (“Elect Director: Elizabeth K. Ingram”): 55,810,651 for, 131,924 withheld, per its Form 8-K filed May 22, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The nominees for the Company's Board of Directors were elected as follows:”
Support: 99.7% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 144 asset managers below reported 30,452,352 for, 11,548 abstained, 56 not voted.

FOR
FOR: 30,452,352ABSTAIN: 11,548NOT VOTED: 56
Largest asset managers voting on “Election of Directors: Elizabeth K. Ingram” at Texas Roadhouse, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard6,385,2870 00For
BlackRock3,986,0970 00For
Capital Group3,504,2920 00For
Fidelity2,694,5250 00For
Victory Capital1,169,6170 00For
T. Rowe Price827,6810 00For
AB LARGE CAP GROWTH FUND INC780,0110 00For
Neuberger Berman732,2220 00For
TIAA660,8580 00For
Invesco569,3620 00For
Charles Schwab536,8160 00For
State Street516,4870 00For
FRANKLIN STRATEGIC SERIES430,5120 00For
Thrivent412,5600 00For
Jackson National397,8330 00For
JPMorgan360,8210 00For
ETF Series Solutions318,5360 00For
Federated Hermes314,2760 00For
Nationwide305,5330 00For
American Century300,4760 00For
OLD WESTBURY FUNDS INC267,4820 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)236,5160 00For
Hartford235,8740 00For
Bridge Builder Trust209,1650 00For
Dimensional206,3230 00For

Showing the 25 largest of 144 asset managers. See all 144 in the interactive database.

4. Elect Director: Gerald L. Morgan

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

99.5% Majority: yes · of votes cast

FOR 99.5%
FOR: 55,694,912WITHHELD: 247,450
Details: description as filed, official tally, votes by 144 asset managers

Description as filed by funds: Election of Directors: Gerald L. Morgan

Texas Roadhouse, Inc.’s own tally for this item (“Elect Director: Gerald L. Morgan”): 55,694,912 for, 247,450 withheld, per its Form 8-K filed May 22, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The nominees for the Company's Board of Directors were elected as follows:”
Support: 99.5% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 144 asset managers below reported 30,452,352 for, 11,548 abstained, 56 not voted.

FOR
FOR: 30,452,352ABSTAIN: 11,548NOT VOTED: 56
Largest asset managers voting on “Election of Directors: Gerald L. Morgan” at Texas Roadhouse, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard6,385,2870 00For
BlackRock3,986,0970 00For
Capital Group3,504,2920 00For
Fidelity2,694,5250 00For
Victory Capital1,169,6170 00For
T. Rowe Price827,6810 00For
AB LARGE CAP GROWTH FUND INC780,0110 00For
Neuberger Berman732,2220 00For
TIAA660,8580 00For
Invesco569,3620 00For
Charles Schwab536,8160 00For
State Street516,4870 00For
FRANKLIN STRATEGIC SERIES430,5120 00For
Thrivent412,5600 00For
Jackson National397,8330 00For
JPMorgan360,8210 00For
ETF Series Solutions318,5360 00For
Federated Hermes314,2760 00For
Nationwide305,5330 00For
American Century300,4760 00For
OLD WESTBURY FUNDS INC267,4820 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)236,5160 00For
Hartford235,8740 00For
Bridge Builder Trust209,1650 00For
Dimensional206,3230 00For

Showing the 25 largest of 144 asset managers. See all 144 in the interactive database.

5. Elect Director: Gregory N. Moore

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 54,398,238WITHHELD: 1,542,883
Details: description as filed, official tally, votes by 144 asset managers

Description as filed by funds: Election of Directors: Gregory N. Moore

Texas Roadhouse, Inc.’s own tally for this item (“Elect Director: Gregory N. Moore”): 54,398,238 for, 1,542,883 withheld, per its Form 8-K filed May 22, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The nominees for the Company's Board of Directors were elected as follows:”
Support: 97% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 144 asset managers below reported 30,398,354 for, 53,997 against, 11,548 abstained, 56 not voted.

FOR
FOR: 30,398,354AGAINST: 53,997ABSTAIN: 11,548NOT VOTED: 56
Largest asset managers voting on “Election of Directors: Gregory N. Moore” at Texas Roadhouse, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard6,382,6682,619 00For
BlackRock3,986,0970 00For
Capital Group3,504,2920 00For
Fidelity2,694,5250 00For
Victory Capital1,169,6170 00For
T. Rowe Price827,6810 00For
AB LARGE CAP GROWTH FUND INC780,0110 00For
Neuberger Berman732,2220 00For
TIAA660,8580 00For
Invesco569,3620 00For
Charles Schwab536,8160 00For
State Street516,45829 00For
FRANKLIN STRATEGIC SERIES430,5120 00For
Thrivent412,5600 00For
Jackson National397,8330 00For
JPMorgan360,8210 00For
ETF Series Solutions318,5360 00For
Federated Hermes314,2760 00For
Nationwide305,5330 00For
American Century300,4760 00For
OLD WESTBURY FUNDS INC267,4820 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)236,5160 00For
Hartford235,8740 00For
Bridge Builder Trust209,1650 00For
Dimensional205,1541,169 00For

Showing the 25 largest of 144 asset managers. See all 144 in the interactive database.

6. Elect Director: Hugh J. Carroll

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

99.5% Majority: yes · of votes cast

FOR 99.5%
FOR: 55,690,485WITHHELD: 251,638
Details: description as filed, official tally, votes by 144 asset managers

Description as filed by funds: Election of Directors: Hugh J. Carroll

Texas Roadhouse, Inc.’s own tally for this item (“Elect Director: Hugh J. Carroll”): 55,690,485 for, 251,638 withheld, per its Form 8-K filed May 22, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The nominees for the Company's Board of Directors were elected as follows:”
Support: 99.5% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 144 asset managers below reported 30,452,352 for, 11,548 abstained, 56 not voted.

FOR
FOR: 30,452,352ABSTAIN: 11,548NOT VOTED: 56
Largest asset managers voting on “Election of Directors: Hugh J. Carroll” at Texas Roadhouse, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard6,385,2870 00For
BlackRock3,986,0970 00For
Capital Group3,504,2920 00For
Fidelity2,694,5250 00For
Victory Capital1,169,6170 00For
T. Rowe Price827,6810 00For
AB LARGE CAP GROWTH FUND INC780,0110 00For
Neuberger Berman732,2220 00For
TIAA660,8580 00For
Invesco569,3620 00For
Charles Schwab536,8160 00For
State Street516,4870 00For
FRANKLIN STRATEGIC SERIES430,5120 00For
Thrivent412,5600 00For
Jackson National397,8330 00For
JPMorgan360,8210 00For
ETF Series Solutions318,5360 00For
Federated Hermes314,2760 00For
Nationwide305,5330 00For
American Century300,4760 00For
OLD WESTBURY FUNDS INC267,4820 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)236,5160 00For
Hartford235,8740 00For
Bridge Builder Trust209,1650 00For
Dimensional206,3230 00For

Showing the 25 largest of 144 asset managers. See all 144 in the interactive database.

7. Elect Director: Jane Grote Abell

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

99.3% Majority: yes · of votes cast

FOR 99.3%
FOR: 55,594,664WITHHELD: 347,564
Details: description as filed, official tally, votes by 144 asset managers

Description as filed by funds: Election of Directors: Jane Grote Abell

Texas Roadhouse, Inc.’s own tally for this item (“Elect Director: Jane Grote Abell”): 55,594,664 for, 347,564 withheld, per its Form 8-K filed May 22, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The nominees for the Company's Board of Directors were elected as follows:”
Support: 99.3% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 144 asset managers below reported 30,452,352 for, 11,548 abstained, 56 not voted.

FOR
FOR: 30,452,352ABSTAIN: 11,548NOT VOTED: 56
Largest asset managers voting on “Election of Directors: Jane Grote Abell” at Texas Roadhouse, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard6,385,2870 00For
BlackRock3,986,0970 00For
Capital Group3,504,2920 00For
Fidelity2,694,5250 00For
Victory Capital1,169,6170 00For
T. Rowe Price827,6810 00For
AB LARGE CAP GROWTH FUND INC780,0110 00For
Neuberger Berman732,2220 00For
TIAA660,8580 00For
Invesco569,3620 00For
Charles Schwab536,8160 00For
State Street516,4870 00For
FRANKLIN STRATEGIC SERIES430,5120 00For
Thrivent412,5600 00For
Jackson National397,8330 00For
JPMorgan360,8210 00For
ETF Series Solutions318,5360 00For
Federated Hermes314,2760 00For
Nationwide305,5330 00For
American Century300,4760 00For
OLD WESTBURY FUNDS INC267,4820 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)236,5160 00For
Hartford235,8740 00For
Bridge Builder Trust209,1650 00For
Dimensional206,3230 00For

Showing the 25 largest of 144 asset managers. See all 144 in the interactive database.

8. Elect Director: Michael A. Crawford

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 55,358,029WITHHELD: 583,796
Details: description as filed, official tally, votes by 144 asset managers

Description as filed by funds: Election of Directors: Michael A. Crawford

Texas Roadhouse, Inc.’s own tally for this item (“Elect Director: Michael A. Crawford”): 55,358,029 for, 583,796 withheld, per its Form 8-K filed May 22, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The nominees for the Company's Board of Directors were elected as follows:”
Support: 99% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 144 asset managers below reported 30,452,351 for, 1 against, 11,548 abstained, 56 not voted.

FOR
FOR: 30,452,351AGAINST: 1ABSTAIN: 11,548NOT VOTED: 56
Largest asset managers voting on “Election of Directors: Michael A. Crawford” at Texas Roadhouse, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard6,385,2861 00For
BlackRock3,986,0970 00For
Capital Group3,504,2920 00For
Fidelity2,694,5250 00For
Victory Capital1,169,6170 00For
T. Rowe Price827,6810 00For
AB LARGE CAP GROWTH FUND INC780,0110 00For
Neuberger Berman732,2220 00For
TIAA660,8580 00For
Invesco569,3620 00For
Charles Schwab536,8160 00For
State Street516,4870 00For
FRANKLIN STRATEGIC SERIES430,5120 00For
Thrivent412,5600 00For
Jackson National397,8330 00For
JPMorgan360,8210 00For
ETF Series Solutions318,5360 00For
Federated Hermes314,2760 00For
Nationwide305,5330 00For
American Century300,4760 00For
OLD WESTBURY FUNDS INC267,4820 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)236,5160 00For
Hartford235,8740 00For
Bridge Builder Trust209,1650 00For
Dimensional206,3230 00For

Showing the 25 largest of 144 asset managers. See all 144 in the interactive database.

9. Elect Director: Wayne L. Jones

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

99.2% Majority: yes · of votes cast

FOR 99.2%
FOR: 55,499,574WITHHELD: 441,951
Details: description as filed, official tally, votes by 144 asset managers

Description as filed by funds: Election of Directors: Wayne L. Jones

Texas Roadhouse, Inc.’s own tally for this item (“Elect Director: Wayne L. Jones”): 55,499,574 for, 441,951 withheld, per its Form 8-K filed May 22, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The nominees for the Company's Board of Directors were elected as follows:”
Support: 99.2% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 144 asset managers below reported 30,422,648 for, 29,704 against, 11,548 abstained, 56 not voted.

FOR
FOR: 30,422,648AGAINST: 29,704ABSTAIN: 11,548NOT VOTED: 56
Largest asset managers voting on “Election of Directors: Wayne L. Jones” at Texas Roadhouse, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard6,385,2861 00For
BlackRock3,986,0970 00For
Capital Group3,504,2920 00For
Fidelity2,694,5250 00For
Victory Capital1,169,6170 00For
T. Rowe Price827,6810 00For
AB LARGE CAP GROWTH FUND INC780,0110 00For
Neuberger Berman732,2220 00For
TIAA660,8580 00For
Invesco569,3620 00For
Charles Schwab536,8160 00For
State Street516,4870 00For
FRANKLIN STRATEGIC SERIES430,5120 00For
Thrivent412,5600 00For
Jackson National397,8330 00For
JPMorgan360,8210 00For
ETF Series Solutions318,5360 00For
Federated Hermes314,2760 00For
Nationwide305,5330 00For
American Century300,4760 00For
OLD WESTBURY FUNDS INC267,4820 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)236,5160 00For
Hartford235,8740 00For
Bridge Builder Trust209,1650 00For
Dimensional206,3230 00For

Showing the 25 largest of 144 asset managers. See all 144 in the interactive database.

10. Advisory Vote on Executive Compensation

Official resultFund totals may overlapSECTION 14A SAY-ON-PAY VOTESReported outcome: Approved

Combines 12 wordings of this item as funds reported it.

97% Approved · of votes cast

FOR 97%
FOR: 54,319,888AGAINST: 1,606,486
Details: description as filed, official tally, votes by 595 asset managers

Description as filed by funds: Say on Pay - An Advisory Vote on the Approval of Executive Compensation

Texas Roadhouse, Inc.’s own tally for this item (“Advisory Vote on Executive Compensation”): 54,319,888 for, 1,606,486 against — passed, per its Form 8-K filed May 22, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The compensation of the named executive officers was approved, on an advisory basis, as follows:”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports: 142 asset managers voting on “Say on Pay - An Advisory Vote on the Approval of Executive Compensation” at Texas Roadhouse, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard6,379,6535,634 00For
BlackRock3,986,0970 00For
Capital Group3,504,2920 00For
Fidelity2,694,5250 00For
Victory Capital1,169,6170 00For
T. Rowe Price827,6810 00For
AB LARGE CAP GROWTH FUND INC780,0110 00For
Neuberger Berman732,2220 00For
TIAA660,8580 00For
Invesco569,3620 00For
Charles Schwab536,8160 00For
State Street515,654833 00For
FRANKLIN STRATEGIC SERIES430,5120 00For
Thrivent412,5600 00For
Jackson National397,8330 00For
JPMorgan360,8210 00For
ETF Series Solutions318,5360 00For
Federated Hermes314,2760 00For
Nationwide305,5330 00For
American Century300,4760 00For
OLD WESTBURY FUNDS INC267,4820 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)236,5160 00For
Hartford235,8740 00For
Bridge Builder Trust209,1650 00For
Dimensional206,3230 00For

Fund voting reports, all 142 managers: 30,082,155 for, 208,419 against, 11,548 abstained, 56 not voted, 74 mixed. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 485 asset managers voting on “Say on Pay - An Advisory Vote on the Approval of Executive Compensation” at Texas Roadhouse, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Capital Group3,755,5820 00For
AllianceBernstein2,988,6090 00For
BlackRock2,250,362498 00For
State Street1,922,3881,137 00For
Fidelity1,535,171229,318 00Mixed
T. Rowe Price1,752,6240 00For
AQR1,587,2710 00For
Victory Capital1,553,5160 00For
GEODE CAPITAL MANAGEMENT, LLC1,405,6100 00For
Neuberger Berman1,169,9460 00For
Wellington852,9280 00For
GENEVA CAPITAL MANAGEMENT LLC785,8070 00For
Holocene Advisors, LP674,5630 00For
Nuveen669,7630 00For
Invesco609,4710 00For
GW&K Investment Management, LLC78,9230 00For
Charles Schwab546,5230 00For
BESSEMER INVESTMENT MANAGEMENT LLC534,9640 00For
BESSEMER TRUST Co OF FLORIDA527,7560 00For
Vanguard526,8880 00For
Northern Trust506,7520 00For
Bessemer Trust CO of Delaware, N.A.506,6710 00For
NOMURA INVESTMENT MANAGEMENT BUSINESS TRUST489,7000 00For
FRANKLIN ADVISERS INC481,1190 00For
BESSEMER TRUST CO468,8800 00For

Institutional-manager reports, all 485 managers: 39,718,524 for, 1,125,743 against, 118 abstained, 35,121 not voted, 508,096 mixed. Showing the 25 largest; see all in the interactive database.

11. Ratification of the finance and audit committee's selection of KPMG LLP as the Company's independent auditors for…

Official resultAUDIT-RELATEDReported outcome: Approved

Combines 3 wordings of this item as funds reported it.

98% Approved · of votes cast

FOR 98%
FOR: 59,265,718AGAINST: 1,303,270
Details: description as filed, official tally, votes by 144 asset managers

Description as filed by funds: Proposal to Ratify the Appointment of KPMG LLP as Texas Roadhouse's Independent Auditors for 2026

Texas Roadhouse, Inc.’s own tally for this item (“Ratification of the finance and audit committee's selection of KPMG LLP as the Company's independent auditors for fiscal year 2026”): 59,265,718 for, 1,303,270 against — passed, per its Form 8-K filed May 22, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The selection of KPMG LLP was ratified as follows:”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 144 asset managers below reported 30,447,049 for, 5,302 against, 11,548 abstained, 56 not voted.

FOR
FOR: 30,447,049AGAINST: 5,302ABSTAIN: 11,548NOT VOTED: 56
Largest asset managers voting on “Proposal to Ratify the Appointment of KPMG LLP as Texas Roadhouse's Independent Auditors for 2026” at Texas Roadhouse, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard6,382,6682,619 00For
BlackRock3,986,0970 00For
Capital Group3,504,2920 00For
Fidelity2,694,5250 00For
Victory Capital1,169,6170 00For
T. Rowe Price827,6810 00For
AB LARGE CAP GROWTH FUND INC780,0110 00For
Neuberger Berman732,2220 00For
TIAA660,8580 00For
Invesco569,3620 00For
Charles Schwab536,8160 00For
State Street516,45829 00For
FRANKLIN STRATEGIC SERIES430,5120 00For
Thrivent412,5600 00For
Jackson National397,8330 00For
JPMorgan360,8210 00For
ETF Series Solutions318,5360 00For
Federated Hermes314,2760 00For
Nationwide305,5330 00For
American Century300,4760 00For
OLD WESTBURY FUNDS INC267,4820 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)236,5160 00For
Hartford235,8740 00For
Bridge Builder Trust209,1650 00For
Dimensional206,3230 00For

Showing the 25 largest of 144 asset managers. See all 144 in the interactive database.

Not shown here: this season’s fund filings also report 1 item from the meeting of May 15, 2025, which belongs to the 2024-2025 season. A meeting outside this season’s July 1 to June 30 window is not counted in this page’s items or in its totals of asset managers and fund votes.

Largest Texas Roadhouse, Inc. shareholders voting in 2025-2026

Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 65,825,744 shares outstanding at the time of that meeting.

Fund voting reports: top Texas Roadhouse, Inc. shareholders by shares voted on “Say on Pay - An Advisory Vote on the Approval of Executive Compensation”, 2025-2026
#Asset manager % of shares outstanding
1Vanguard 9.70%
2BlackRock 6.06%
3Capital Group 5.32%
4Fidelity 4.09%
5Victory Capital 1.78%
6T. Rowe Price 1.26%
7AB LARGE CAP GROWTH FUND INC 1.18%
8Neuberger Berman 1.11%
9TIAA 1.00%
10Invesco 0.86%
Institutional-manager reports: top Texas Roadhouse, Inc. shareholders by shares voted on “Say on Pay - An Advisory Vote on the Approval of Executive Compensation”, 2025-2026
#Asset manager % of shares outstanding
1Capital Group 5.71%
2AllianceBernstein 4.54%
3BlackRock 3.42%
4State Street 2.92%
5Fidelity 2.68%
6T. Rowe Price 2.66%
7AQR 2.41%
8Victory Capital 2.36%
9GEODE CAPITAL MANAGEMENT, LLC 2.14%
10Neuberger Berman 1.78%

Reported Texas Roadhouse, Inc. holdings and ownership

As disclosed to the SEC in Form 13F (quarter-end holdings of 30 large managers), Schedules 13D and 13G (beneficial ownership above 5%) and the company’s own proxy statement (DEF 14A). Each row names its form.

Texas Roadhouse, Inc. holdings and ownership disclosed for the 2025-2026 proxy season
Holder % outstanding Disclosure
BlackRock 10.22% 13F
Capital World Investors 6.74% 13G
AQR Capital 5.49% 13F
AllianceBernstein L.P. 4.65% 13G
State Street 3.10% 13F
FMR (Fidelity) 2.49% 13F
Wellington Management 2.16% 13F
D.E. Shaw 1.51% 13F
Dimensional Fund Advisors 1.31% 13F
JPMorgan Chase 1.28% 13F

Percentages above are of 65,825,744 shares outstanding, as reported by Texas Roadhouse, Inc. on its Form 10-Q dated March 31, 2026 (see the filing on EDGAR). This is the count contemporaneous with the 2025-2026 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from Texas Roadhouse, Inc.’s 10-Q dated March 31, 2026. This page is a static snapshot rebuilt weekly on October 18, 2026; a live search always shows the current data.

At Texas Roadhouse, Inc.'s shareholder meeting held May 21, 2026, in the 2025-2026 proxy season, 595 asset managers reported how they voted on 11 ballot items in their SEC Form N-PX filings, covering 6,461 separate fund positions. On the most widely held item on that ballot — Say on Pay - An Advisory Vote on the Approval of Executive Compensation — Texas Roadhouse, Inc.'s filing reports the proposal as approved, with 97% support of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side). Source: Texas Roadhouse, Inc.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 22, 2026.

Texas Roadhouse, Inc. proxy season coverage: 2023-2024 · 2024-2025 · 2025-2026 (this page).

Download data (CSV): ballot items · votes by manager · column guide.