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Filing Details

Accession Number:: 0000921895-24-002883
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2024-12-04 19:44:33
Reporting Period:: 2024-12-03

Accepted Time:: 2024-12-04 19:44:33
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1171759	Red Robin Gourmet Burgers Inc	RRGB	Retail-Eating Places (5812)	841573084

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1461945	Jcp Investment Management, Llc	1177 West Loop South Suite 1320 Houston TX 77027	No	No	Yes	No
1461946	Jcp Investment Partnership, Lp	1177 West Loop South Suite 1320 Houston TX 77027	No	No	Yes	No
1461947	Jcp Investment Partners, Lp	1177 West Loop South Suite 1320 Houston TX 77027	No	No	Yes	No
1461948	Jcp Investment Holdings, Llc	1177 West Loop South Suite 1320 Houston TX 77027	No	No	Yes	No
1462171	C James Pappas	1177 West Loop South Suite 1320 Houston TX 77027	Yes	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock, $0.001 Par Value	Acquisiton	2024-12-03	207,549	$5.19	776,564	No	4	P	Indirect	By: JCP Investment Partnership, LP
Common Stock, $0.001 Par Value	Acquisiton	2024-12-03	592,906	$5.19	1,084,104	No	4	P	Indirect	By: Managed Accounts of JCP Investment Management, LLC

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	By: JCP Investment Partnership, LP
No	4	P	Indirect	By: Managed Accounts of JCP Investment Management, LLC

Footnotes

This Form 4 is filed jointly by JCP Investment Partnership, LP ("JCP Partnership"), JCP Investment Partners, LP ("JCP Partners"), JCP Investment Holdings, LLC ("JCP Holdings"), JCP Investment Management, LLC ("JCP Management") and James C. Pappas (collectively, the "Reporting Persons"). Each of the Reporting Persons are members of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. The Reporting Persons disclaim beneficial ownership of the securities of the Issuer owned directly by other members of the Section 13(d) group and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of such securities for purposes of Section 16 or for any other purpose. Further, each of the Reporting Persons disclaims beneficial ownership of the shares of Common Stock reported herein except to the extent of his or its pecuniary interest therein.
On December 3, 2024, the Issuer entered into an equity purchase agreement with certain purchasers, including certain of the Reporting Persons (the "Purchasers"), pursuant to which the Issuer agreed to issue and sell to the Purchasers in a private placement (the "Private Placement") shares of the Issuer's Common Stock at a per share purchase price equal to $5.19.
Shares of the Issuer's Common Stock purchased in the Private Placement.
Represents shares of Common Stock owned directly by JCP Partnership. JCP Partners, as the general partner of JCP Partnership, may be deemed to beneficially own the shares of Common Stock owned directly by JCP Partnership. JCP Holdings, as the general partner of JCP Partners, may be deemed to beneficially own the shares of Common Stock owned directly by JCP Partnership. JCP Management, as the investment manager of JCP Partnership, may be deemed to beneficially own the shares of Common Stock owned directly by JCP Partnership. Mr. Pappas, as the managing member of JCP Management and the sole member of JCP Holdings, may be deemed to beneficially own the shares of Common Stock owned directly by JCP Partnership.
Represents shares of Common Stock held in certain accounts managed by JCP Management (the "JCP Accounts"). JCP Management, as the investment manager of the JCP Accounts, may be deemed to beneficially own the shares of Common Stock held in the JCP Accounts. Mr. Pappas, as the managing member of JCP Management, may be deemed to beneficially own the shares of Common Stock held in the JCP Accounts.