X0304 4 2012-02-24 0 0001171759 RED ROBIN GOURMET BURGERS INC RRGB 0001349040 Menogan Annita M 6312 S. FIDDLER'S GREEN CIRCLE SUITE 200N GREENWOOD VILLAGE CO 80111 0 1 0 0 Chief Legal Officer Common Stock 2012-02-24 4 F 0 233 34.36 D 17444 D Common Stock 2012-02-27 4 F 0 194 34.28 D 17250 D In connection with the vesting of 750 shares of restricted stock which were granted on February 24, 2009 under the issuer's Amended and Restated 2007 Performance Incentive Plan, the reporting person sold 233 of such shares to the issuer to satisfy her tax withholding obligations. The sale was approved by the issuer's Compensation Committee in accordance with Rule 16b-3(d)(1) of the Exchange Act (the"Act"), and as such, the sale is exempt from Section 16(b) of the Act pursuant to Rule 16b-3(e) promulgated thereunder. In connection with the vesting of 625 shares of restricted stock which were granted on February 26, 2008 under the issuer's 2007 Performance Incentive Plan, the reporting person sold 194 of such shares to the issuer to satisfy her tax withholding obligations. The sale was approved by the issuer's Compensation Committee in accordance with Rule 16b-3(d)(1) of the Act, and as such, the sale is exempt from Section 16(b) of the Act pursuant to Rule 16b-3(e) promulgated thereunder. Includes 7,632 restricted stock units and 750 shares of restricted stock that are subject to vesting and forfeiture restrictions. /s/ Annita M. Menogan 2012-02-28