JCP Investment Management entered into a Cooperation Agreement with Red Robin Gourmet Burgers, Inc (RRGB)

Market Cap: $103 million | Red Robin Gourmet Burgers, Inc., together with its subsidiaries, primarily develops, operates and franchises casual-dining restaurants and fast-casual restaurants in North America and focuses on serving a selection of gourmet burgers.

On December 3, 2024, JCP Investment Management (10.7%) and the company entered into a Cooperation Agreement under which the company agreed to appoint James C. Pappas and Christopher Martin as directors, expanding the board to 10 members.

Past

VIEX Capital Advisors

In late 2019 and early 2020, VIEX Capital actively engaged with the company, initially disclosing a 6.7% stake on December 30, 2019, and criticizing the lack of a strategic plan following the rejection of Vintage Capital's proposal, as well as the adoption of a poison pill and retention of expensive defense counsel. VIEX increased its stake to 8.2% on January 14, 2020, but later reduced it to 4.9% by March 13, 2020.

Clinton Group

Between 2010 and 2011, the Clinton Group and Spotlight Advisors engaged actively with the company, leading to significant governance changes. In March 2010, three new directors were added to the board under a settlement agreement. By June 2010, discussions with directors focused on stock upside, buyout responsibilities, and accelerating agreed initiatives. In January 2011, the Clinton Group urged the board to solicit acquisition proposals, eliminate the poison pill, and avoid adopting another without shareholder approval. Following these concerns, the company amended its poison pill terms, proposed measures for board declassification, and emphasized its willingness to consider M&A proposals, actions that the Clinton Group welcomed.

Oak Street

In March 2011, Oak Street nominated two board candidates. By April 5, 2011 the company reached a settlement agreement with Oak Street, agreeing to expand the board by one seat and appoint one of Oak Street’s nominees.

Vintage Capital

In 2019, Vintage Capital (11.5%) pressed the company to explore strategic alternatives, including an auction, and threatened to call a shareholder meeting to replace directors if the board failed to act. It later proposed a $40 per share acquisition and criticized the board’s rejection of its bid and new CEO compensation. Vintage nominated four directors for the 2020 election. In March 2020, a cooperation agreement was reached, expanding the board to 11 members and adding Vintage’s nominee, Anthony S. Ackil. By June 2020, Vintage reduced its stake to 4.95%.