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Table of Contents ■ FORM 10 - K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington , D.C. 20549 For the fiscal year ended December 27 , 2020 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 DE For the transition period from ( State or other jurisdiction of incorporation or organization ) 6312 S Fiddler's Green Circle , Suite 200N Greenwood Village ( Address of principal executive offices ) Title of each class Common Stock , $ 0.001 par value RED ROBIN GOURMET BURGERS , INC . ( Exact name of registrant as specified in its charter ) Large accelerated filer o Commission file number 001-34851 Securities registered pursuant to Section 12 ( b ) of the Exchange Act : CO ( State ) ( 303 ) 846-6000 ( Registrant's telephone number , including area code ) to Trading symbol ( s ) RRGB 84-1573084 ( I.R.S. Employer Identification No. ) Accelerated filer ý Non - accelerated filer o 80111 ( Zip Code ) Securities Registered Pursuant to Section 12 ( g ) of the Act : Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . Yes o No ý Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15 ( d ) of the Act . Yes o No ý Indicate by check mark whether the registrant ( 1 ) has filed all reports required to be filed by Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 during the preceding 12 months ( or for such shorter period that the registrant was required to file such reports ) , and ( 2 ) has been subject to such filing requirements for the past 90 days . Yes ý No o Name of each exchange on which registered NASDAQ ( Global Select Market ) Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S T ( §232.405 of this chapter ) during the preceding 12 months ( or for such shorter period that the registrant was required to submit such files ) . Yes ý No o Indicate by check mark whether the registrant is a large accelerated filer , an accelerated filer , a non - accelerated filer , a smaller reporting company , or emerging growth company . See the definitions of " large accelerated filer , " " accelerated filer , " " smaller reporting company , " and " emerging growth company " in Rule 12b - 2 of the Exchange Act . Smaller reporting company O Emerging growth company o If an emerging growth company , indicate by checkmark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13 ( a ) of the Exchange Act . o Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404 ( b ) of the Sarbanes - Oxley Act ( 15 U.S.C. 7262 ( b ) ) by the registered public accounting firm that prepared or issued its audit report . ý Indicate by check mark whether the registrant is a shell company ( as defined in Rule 12b - 2 of the Act ) . Yes o No ý The aggregate market value of the voting and non - voting common stock held by non - affiliates ( based on the closing price on the last business day of the registrant's most recently completed second fiscal quarter on The NASDAQ Global Select Market ) was $ 130.4 million . All executive officers and directors of the registrant have been deemed , solely for the purpose of the foregoing calculation , to be " affiliates " of the registrant . There were 15,574,647 shares of common stock outstanding as of March 2 , 2021 . DOCUMENTS INCORPORATED BY REFERENCE Certain information required for Items 10 , 11 , 12 , 13 and 14 of Part III of this Annual Report on Form 10 - K is incorporated by reference to the registrant's definitive proxy statement for the 2021 annual meeting of stockholders .