13D Filings
BJ's Restaurants, Inc.
BJRI
Amendment
Ownership

6.40%

Total Shares

1,402,229

Issuer CIK

1013488

CUSIP

09180C106

Event Date

Nov 13, 2025

Accepted

Nov 17, 2025, 06:49 PM

Reporting Persons (3)
Joint Filing

This is a joint filing. The reported shares may overlap between reporting persons and should not be summed.

NameType% of ClassAggregateSole VotingShared Voting
Ronald M. Shaich
Individual
6.40%1,402,22901,402,229
BJ's Act III, LLC
Other
5.70%1,251,94901,251,949
Act III Holdings, LLC
Other
5.70%1,251,94901,251,949
Disclosure Items (4)

Security Title

Common Stock

Issuer Name

BJ's Restaurants, Inc.

Issuer Address

7755 CENTER AVENUE, HUNTINGTON BEACH, CA, 92647

Item 4 of the Schedule 13D is hereby amended to incorporate the information set forth in Item 6.

Item 6 of the Schedule 13D is hereby amended to add the following information: Act III Cooperation Agreement Amendment On November 14, 2025, the Issuer, Act III Holdings, LLC, a Delaware limited liability company ("Act III Holdings"), Act III Management, LLC, a Delaware limited liability company controlled and indirectly owned by Ronald Shaich ("Act III Management"), BJ's Act III, LLC, and SC 2018 Trust LLC, a Delaware limited liability company owned by an irrevocable trust established by Ronald Shaich (the "2018 Trust" and with Act III Holdings, LLC, Act III Management, LLC, BJ's Act III, LLC, collectively are referred to herein as the "Act III Parties" and individually as an "Act III Party") entered into that certain Amendment to Cooperation Agreement (the "Cooperation Agreement Amendment"), pursuant to which the (a) the expiration date of the agreement was extended to June 30, 2027 and (b) the standstill provisions were revised so that the Act III Parties and its Affiliates are restricted from acquiring or seeking to acquire additional shares of the Company's voting securities (other than the exercise of the Warrant or with the prior consent of the Issuer), or engaging in any other transactions, which would result in the Act III Parties and its Affiliates beneficially owning greater than 2,091,011 shares of Common Stock of the Issuer. The foregoing description of the Cooperation Agreement Amendment does not purport to be complete and is qualified in its entirety by reference to the agreement itself, a copy of which is attached hereto as Exhibit 99.7 and incorporated herein by reference.

Exhibit 99.1 - Joint Filing Agreement, dated November 30, 2020, among the Reporting Persons (previously filed). Exhibit 99.2 - Amended and Restated Investor Rights Agreement, dated November 24, 2020, by and among BJ's Restaurants, Inc., SC 2018 Trust LLC and BJ's Act III, LLC (previously filed). Exhibit 99.3 - Amendment No. 1, dated November 24, 2020, to Common Stock Purchase Warrant, dated May 5, 2020, issued by BJ's Restaurants, Inc. in favor of BJ's Act III, LLC (previously filed). Exhibit 99.4 - Termination Agreement, dated April 13, 2023, by and among the Issuer, SC 2018 Trust LLC and BJ's Act III, LLC (incorporated herein by reference to Exhibit 10.1 to the Issuer's Current Report on Form 8-K filed with the Securities and Exchange Commission on April 18, 2023). Exhibit 99.5 - Cooperation Agreement, dated December 30, 2024, among the Company, Act III Holdings, LLC, Act III Management, LLC, BJ's Act III, LLC, and SC 2018 Trust LLC (previously filed). Exhibit 99.6 - Amendment No. 2, dated December 30, 2024, to Common Stock Purchase Warrant, dated May 5, 2020 (as amended), issued by the Company in favor of BJ's Act III, LLC (previously filed). Exhibit 99.7 - Amendment to Cooperation Agreement, dated November 14, 2025, among the Company, Act III Holdings, LLC, Act III Management, LLC, BJ's Act III, LLC, and SC 2018 Trust LLC.

BJ's Restaurants, Inc. — Schedule 13D | 13D Filings