Portillo's plans to close underperforming restaurants

Item 2.02 Results of Operations and Financial Condition.

On November 5, 2026, Portillo's Inc. (NASDAQ: PTLO) (the "Company") issued a press release reporting results for the third quarter ended September 27, 2026.¹ A copy of the earnings press release is attached hereto as Exhibit 99.1.

Item 2.05 Costs Associated with Exit or Disposal Activities.

On November 4, 2026, the Board of Directors of Portillo's Inc. approved a plan to close a mid-to-high single digit number of underperforming restaurants outside of Chicagoland, with the majority occurring in the fiscal fourth quarter of 2026.² In making this determination, the Company evaluated each restaurant's sales performance, restaurant-level margins, and projected operating performance. These actions are part of the Company's ongoing efforts to improve restaurant-level profitability, strengthen returns on invested capital and optimize its restaurant portfolio.

In connection with the plan, the Company expects to incur charges associated with the restaurant closures, including lease-related costs, employee separation costs, asset impairment charges and other exit-related costs.

At this time, the Company is unable to reasonably estimate the total amount or range of amounts expected to be incurred, or the amount or range of amounts for each major type of charge. However, the Company expects that its analysis will result in material cash and non-cash charges, the majority of which are expected to be recognized in the fiscal fourth quarter of 2026. When the Company is able to make a determination of the estimates, it will make the appropriate SEC filing.

Item 7.01 Regulation FD Disclosure.

The information furnished in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any filing pursuant to the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.