Portillo's enters cooperation agreement with Engaged Capital; joint search for new director

Portillo's Inc.

Engaged Capital withdraws director nominations and books-and-records demand for 2025 Annual Meeting.
Portillo's and Engaged Capital will jointly identify a new director with recent restaurant operations experience.
Engaged Capital agrees to customary standstill and voting provisions through earlier of 2026 meeting notice deadline or 120 days before 2025 meeting.
Portillo's to reimburse Engaged Capital up to $300,000 for expenses incurred.
Board Chair cites commitment to decisive actions on traffic, margins, and unit economics.

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