Portillo's (PTLO) Proxy Filing summary

Executive summary

• Board received director nominations from Engaged Capital for the 2025 Annual Meeting and will present a formal recommendation in proxy materials.

• Focus remains on driving shareholder value, growth, and profitability through operational enhancements and strategic expansion.

• Forward-looking statements highlight ongoing initiatives and risks, including economic conditions, competition, and regulatory factors.

Voting matters and shareholder proposals

• Two director candidates have been nominated by Engaged Capital for election at the 2025 Annual Meeting.

• Shareholders are advised no action is required at this time; formal recommendations will be provided in proxy materials.

Board of directors and corporate governance

• Board and management are engaging with shareholders, including Engaged Capital, to consider feedback and recommendations.

• Jack Hartung was added to the Board following an introduction by Engaged Capital.

• Information on directors, executive officers, and their holdings is available in prior SEC filings and will be updated in the upcoming proxy statement.