Partnership Capital Subject to Mandatory Redemption |
9 Months Ended |
|---|---|
Sep. 25, 2026 | |
| Partners' Capital Notes [Abstract] | |
| PARTNERSHIP CAPITAL SUBJECT TO MANDATORY REDEMPTION | NOTE 6 – PARTNERSHIP CAPITAL SUBJECT TO MANDATORY REDEMPTION The Partnership has historically made loans available to general partners and, in limited circumstances, subordinated limited partners (in each case, other than members of the Enterprise Leadership Team ("ELT")), who elected to finance some or all of their Partnership capital contributions. The outstanding amount of Partnership loans is reflected as a reduction to total partnership capital. The Partnership did not renew Partnership loans to existing general partners in 2026. Starting in 2026, any general partner who elects to finance some or all of their Partnership capital contributions for their general partner interest may elect to individually borrow funds via unsecured promissory notes payable to a third-party bank. As of December 31, 2025, the outstanding amount of Partnership loans was $424, however, the full loan balance was paid off in January 2026. During 2026, the Partnership expects to make loans available to new general partners who require financing. Those loans will expire at the end of 2026 and thereafter, the applicable general partners may elect to seek third-party bank financing consistent with other general partners. As of September 25, 2026, the outstanding amount of Partnership loans was $12 which will expire at the end of the year. Additionally, in 2026 the Partnership reduced the amount of general partner capital issued.
Holders of both Class A limited partner interests and Class B limited partner interests participate in the Partnership's net income, although the applicable allocation methodologies differ between the two classes. In addition, Class A limited partner interests are entitled to receive a fixed ½% Payment under the Partnership Agreement, which is recognized by the Partnership as interest expense, while Class B limited partner interests are not. Under the terms of the Partnership Agreement, Class B limited partner interests will not be issued before and no Class A limited partner interests will be issued after the Recapitalization Date (as defined in the Partnership Agreement).
The fixed % annual return on the face amount of Class A limited partnership capital (the "71/2% Payment") was $32 and $97 for the three- and nine-month periods, respectively, ended September 25, 2026 and September 26, 2025, respectively. These amounts are included as a component of interest expense in the Consolidated Statements of Income.
The Partnership filed Registration Statements on Form S-8 with the Securities and Exchange Commission ("SEC") on February 9, 2026 and November 10, 2025, respectively, to register Profits Interests ("Profit Interests"), described in further detail in the Partnership's Twenty-Third Amended and Restated Agreement of Registered Limited Liability Limited Partnership, dated November 5, 2025 (the "Partnership Agreement") with the aggregate Notional Capital Contributions not to exceed $100, to be issued pursuant to the Partnership's 2026 Profits Interest Plan (the "2026 Plan"), and $1,400 of Class B limited partner interests to be issued pursuant to the Partnership's 2025 Class B Limited Partner Interest Purchase Plan (the "2025 Plan").
The Partnership is currently conducting an offering of Class B limited partner interests pursuant to, and subject to the terms and conditions of, the 2025 Plan (the “Class B Offering”). The Partnership expects to issue the Class B limited partner interests accepted through the Class B Offering on or about January 4, 2027, effective as of January 1, 2027.
The Partnership is also conducting an exchange offer pursuant to which Class A limited partners may elect to exchange some or all of their respective Class A limited partner interests for Class B limited partner interests on a one-for-one basis (the “Exchange Offer”). The Exchange Offer commenced September 8, 2026, and is currently scheduled to expire December 28, 2026. The Partnership expects the exchange of interests accepted in the Exchange Offer to be effective as of January 1, 2027, and to issue the related Class B limited partner interests on or about January 4, 2027. The Partnership will not receive any proceeds from the Exchange Offer. Upon completion of the Exchange Offer, the Partnership will reallocate the capital contributions associated with the Class A limited partner interests accepted for exchange to the Class B limited partner interests issued in exchange. The terms and conditions of the Exchange Offer are described in the applicable offering documents previously filed by the Partnership with the SEC. |