UNITED STATES

 SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported)   February 23, 2009

 

TEXAS ROADHOUSE, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

000-50972

 

20-1083890

(State or other jurisdiction

 

(Commission

 

(IRS Employer

of incorporation)

 

File Number)

 

Identification No.)

 

 

 

 

 

6040 Dutchmans Lane, Suite 200

 

40205

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code  (502) 426-9984

 

N/A

(Former name or former address, if changed since last report.)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

ITEM 7.01. REGULATION FD DISCLOSURE

 

On February 23, 2009, Texas Roadhouse, Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended December 30, 2008. Also, on February 23, 2009, the Company held its Q4 Earnings Conference Call. The press release, transcript of the Q4 Earnings Conference Call, and reconciliation of non-GAAP financial measures presented in the conference call are attached hereto as Exhibit 99.1, Exhibit 99.2, and Exhibit 99.3, respectively.

 

The information in this Current Report on Form 8-K and the Exhibit attached hereto 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.  Such information will not be incorporated by reference into any registration statement filed by the Company under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated by reference.

 

ITEM 9.01.  FINANCIAL STATEMENTS AND EXHIBITS

 

(d)         EXHIBITS

 

99.1                            Press Release dated February 23, 2009

99.2                            Transcript of Earnings Conference Call Held February 23, 2009

99.3                            Reconciliation of non-GAAP financial measures

 

2



 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

TEXAS ROADHOUSE, INC.

 

 

 

 

Date: March 3, 2009

By:

/s/ Scott M. Colosi

 

 

Scott M. Colosi

 

 

Chief Financial Officer

 

3



 

INDEX TO EXHIBITS

 

Exhibit No.

 

 

 

 

 

99.1

 

Press Release issued by the Company on February 23, 2009

99.2

 

Transcript of Earnings Conference Call Held February 23, 2009

99.3

 

Reconciliation of non-GAAP financial measures

 

4