<SEC-DOCUMENT>0001179110-18-012695.txt : 20181108
<SEC-HEADER>0001179110-18-012695.hdr.sgml : 20181108
<ACCEPTANCE-DATETIME>20181108181558
ACCESSION NUMBER:		0001179110-18-012695
CONFORMED SUBMISSION TYPE:	3
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20181030
FILED AS OF DATE:		20181108
DATE AS OF CHANGE:		20181108

REPORTING-OWNER:	

	OWNER DATA:	
		COMPANY CONFORMED NAME:			Hansen Dave
		CENTRAL INDEX KEY:			0001757916

	FILING VALUES:
		FORM TYPE:		3
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-34851
		FILM NUMBER:		181170929

	MAIL ADDRESS:	
		STREET 1:		C/O RED ROBIN GOURMET BURGERS, INC.
		STREET 2:		6312 S. FIDDLERS GREEN CIRCLE, #200N
		CITY:			GREENWOOD VILLAGE
		STATE:			CO
		ZIP:			80111

ISSUER:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			RED ROBIN GOURMET BURGERS INC
		CENTRAL INDEX KEY:			0001171759
		STANDARD INDUSTRIAL CLASSIFICATION:	RETAIL-EATING PLACES [5812]
		IRS NUMBER:				841573084
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1230

	BUSINESS ADDRESS:	
		STREET 1:		6312 FIDDLER'S GREEN CIRCLE
		STREET 2:		SUITE 200 NORTH
		CITY:			GREENWOOD VILLAGE
		STATE:			CO
		ZIP:			80111
		BUSINESS PHONE:		3038466000

	MAIL ADDRESS:	
		STREET 1:		6312 FIDDLER'S GREEN CIRCLE
		STREET 2:		SUITE 200 NORTH
		CITY:			GREENWOOD VILLAGE
		STATE:			CO
		ZIP:			80111
</SEC-HEADER>
<DOCUMENT>
<TYPE>3
<SEQUENCE>1
<FILENAME>edgar.xml
<DESCRIPTION>FORM 3 -
<TEXT>
<XML>
<?xml version="1.0"?>
<ownershipDocument>

    <schemaVersion>X0206</schemaVersion>

    <documentType>3</documentType>

    <periodOfReport>2018-10-30</periodOfReport>

    <noSecuritiesOwned>0</noSecuritiesOwned>

    <issuer>
        <issuerCik>0001171759</issuerCik>
        <issuerName>RED ROBIN GOURMET BURGERS INC</issuerName>
        <issuerTradingSymbol>RRGB</issuerTradingSymbol>
    </issuer>

    <reportingOwner>
        <reportingOwnerId>
            <rptOwnerCik>0001757916</rptOwnerCik>
            <rptOwnerName>Hansen Dave</rptOwnerName>
        </reportingOwnerId>
        <reportingOwnerAddress>
            <rptOwnerStreet1>6312 SOUTH FIDDLER'S GREEN CIRCLE</rptOwnerStreet1>
            <rptOwnerStreet2></rptOwnerStreet2>
            <rptOwnerCity>GREENWOOD VILLAGE</rptOwnerCity>
            <rptOwnerState>CO</rptOwnerState>
            <rptOwnerZipCode>80111</rptOwnerZipCode>
            <rptOwnerStateDescription></rptOwnerStateDescription>
        </reportingOwnerAddress>
        <reportingOwnerRelationship>
            <isDirector>0</isDirector>
            <isOfficer>1</isOfficer>
            <isTenPercentOwner>0</isTenPercentOwner>
            <isOther>0</isOther>
            <officerTitle>Chief Accounting Officer</officerTitle>
            <otherText></otherText>
        </reportingOwnerRelationship>
    </reportingOwner>

    <nonDerivativeTable>
        <nonDerivativeHolding>
            <securityTitle>
                <value>Common Stock</value>
            </securityTitle>
            <postTransactionAmounts>
                <sharesOwnedFollowingTransaction>
                    <value>619</value>
                    <footnoteId id="F1"/>
                </sharesOwnedFollowingTransaction>
            </postTransactionAmounts>
            <ownershipNature>
                <directOrIndirectOwnership>
                    <value>D</value>
                </directOrIndirectOwnership>
            </ownershipNature>
        </nonDerivativeHolding>
    </nonDerivativeTable>

    <derivativeTable>
        <derivativeHolding>
            <securityTitle>
                <value>Employee Stock Option (Right to Buy)</value>
            </securityTitle>
            <conversionOrExercisePrice>
                <value>47.00</value>
            </conversionOrExercisePrice>
            <exerciseDate>
                <footnoteId id="F2"/>
            </exerciseDate>
            <expirationDate>
                <value>2027-02-24</value>
            </expirationDate>
            <underlyingSecurity>
                <underlyingSecurityTitle>
                    <value>Common Stock</value>
                </underlyingSecurityTitle>
                <underlyingSecurityShares>
                    <value>1218</value>
                </underlyingSecurityShares>
            </underlyingSecurity>
            <ownershipNature>
                <directOrIndirectOwnership>
                    <value>D</value>
                </directOrIndirectOwnership>
            </ownershipNature>
        </derivativeHolding>
        <derivativeHolding>
            <securityTitle>
                <value>Employee Stock Option (Right to Buy)</value>
            </securityTitle>
            <conversionOrExercisePrice>
                <value>61.25</value>
            </conversionOrExercisePrice>
            <exerciseDate>
                <footnoteId id="F3"/>
            </exerciseDate>
            <expirationDate>
                <value>2028-03-15</value>
            </expirationDate>
            <underlyingSecurity>
                <underlyingSecurityTitle>
                    <value>Common Stock</value>
                </underlyingSecurityTitle>
                <underlyingSecurityShares>
                    <value>1144</value>
                </underlyingSecurityShares>
            </underlyingSecurity>
            <ownershipNature>
                <directOrIndirectOwnership>
                    <value>D</value>
                </directOrIndirectOwnership>
            </ownershipNature>
        </derivativeHolding>
    </derivativeTable>

    <footnotes>
        <footnote id="F1">Includes 561 restricted stock units subject to vesting and forfeiture restrictions.</footnote>
        <footnote id="F2">On February 24, 2017, the reporting person was granted 1,218 stock options. One-fourth (1/4) of the options become exercisable on each of the first, second, third, and fourth anniversaries of the date of the grant. 304 stock options became exercisable on February 24, 2018, and the remaining become exercisable according to the schedule listed above.</footnote>
        <footnote id="F3">On March 15, 2018, the reporting person was granted 1,144 stock options. One-fourth (1/4) of the options become exercisable on each of the first, second, third, and fourth anniversaries of the date of the grant.</footnote>
    </footnotes>

    <ownerSignature>
        <signatureName>/s/ Michael L. Kaplan, Attorney-in-Fact</signatureName>
        <signatureDate>2018-11-08</signatureDate>
    </ownerSignature>
</ownershipDocument>
</XML>
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-24
<SEQUENCE>2
<FILENAME>ex24hansen.txt
<TEXT>
POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS

I hereby make, constitute and appoint each of the Chief Executive
Officer, Chief Financial Officer, Chief Legal Officer, and the
Deputy, Associate and Assistant General Counsels of Red Robin
Gourmet Burgers Inc. (the "Company"), who at the time of acting
pursuant to this Power of Attorney is each acting singly, as my
true and lawful attorney-in-fact to:

(1) prepare, sign, acknowledge, deliver and file for me and on my
behalf, Forms 3, 4 and 5 and any amendments thereof in accordance
with Section 16(a) of the Securities Exchange Act of 1934, as
amended (the "1934 Act") and the rules of the Securities and
Exchange Commission ("SEC"),with respect to securities or
contracts of (or with respect to) the Company, and Form ID or
other information to secure an access and any other code and/or
CIK number to permit my filing via EDGAR;

(2) do and perform any and all acts for me and on my behalf which
may be necessary or desirable to complete any such Form 3, 4 or 5
and file in any authorized manner such form and this power of
attorney with the SEC and any stock exchange or similar
authority;

(3) seek or obtain, as my representative and on my behalf,
information concerning transactions in or with respect to the
Company's securities from any third party, including brokers,
employee benefit plan administrators and trustees, knowing that I
hereby authorize any such person to release any such information
to the attorney-in fact and approve any such release of
information; and

(4) take any other action of any type whatsoever in connection
with the foregoing which, in the opinion of such attorney-in-
fact, may be of benefit to me, in my best interest, or legally
required of me, it being understood that the documents executed
by such attorney-in-fact on my behalf pursuant to this Power of
Attorney shall be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in such attorney-
in-fact's discretion.  I hereby grant to each such attorney-in-
fact full power and authority to do and perform any and every act
and thing whatsoever requisite, necessary or proper to be done in
the exercise of any of the rights and powers herein granted, as
fully to all intents and purposes as I might or could do if
personally present, with full power of substitution or
revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's substitute or
substitutes, shall lawfully do or cause to be done by virtue of
this power of attorney and the rights and powers herein granted.
This Power of Attorney authorizes, but does not require, each
such attorney-in-fact to act in his or her discretion on
information provided to such attorney-in-fact without independent
verification of such information. I further acknowledge that the
foregoing attorneys-in-fact, in serving in such capacity at my
request, are not assuming, nor is the Company assuming, any of my
responsibilities to comply with Section 16 of the 1934 Act or any
liability I may have with respect to transactions reported or
reportable thereunder. All prior actions taken by each such
attorney-in-fact which are consistent with the authority
conferred hereby are ratified and approved. This Power of
Attorney shall remain in full force and effect until I am no
longer required to file Section 16 reports with respect to my
holdings of and transactions in or involving securities issued by
the Company, or earlier if I revoke it in a signed writing
delivered to each of the foregoing attorneys-in-fact.


October 30, 2018



  /s/ Dave Hansen__________________
Dave Hansen

</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
