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Bloomin' Brands (BLMN) CAO nets RSU shares, withholds stock for taxes

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Bloomin' Brands SVP and Chief Accounting Officer Philip J. Pace reported equity compensation activity involving restricted stock units and common stock. On February 22, 2026, 2,462 restricted stock units were exercised into 2,462 shares of common stock at a stated price of $0.00 per share, reflecting a vesting event from RSUs originally granted on February 22, 2023 and scheduled to vest in three equal annual installments through 2026.

In a related move, 1,100 shares of common stock were withheld by the company at $6.47 per share to cover applicable withholding taxes due upon the RSU vesting, as described in the footnotes. After these transactions, Pace directly owned 39,071 shares of Bloomin' Brands common stock. Each RSU represents the contingent right to receive one share of common stock upon vesting.

Positive

  • None.

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Insider Pace Philip J
Role SVP, Chief Accounting Officer
Type Security Shares Price Value
Exercise Restricted Stock Units 2,462 $0.00 $0.00
Exercise Common Stock 2,462 $0.00 $0.00
Exercise Price or Tax Liability Common Stock 1,100 $6.47 $7K
Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Common Stock — 39,071 shares (Direct)
Footnotes (4)
  1. F1. On February 22, 2023, these restricted stock units ("RSU") were granted in the original amount of 7,384, which vest in three equal annual installments, with a final vesting in 2026.
  2. F2. These shares of common stock were withheld by the issuer to pay for the applicable withholding tax due upon vesting of certain RSUs.
  3. F3. Each RSU represents the contingent right to receive one share of common stock of the issuer upon vesting of the unit.
  4. F4. This field is not applicable.

FAQ

What did Bloomin' Brands (BLMN) officer Philip J. Pace report on this Form 4?
Philip J. Pace reported the vesting and exercise of 2,462 restricted stock units into 2,462 shares of Bloomin' Brands common stock, plus a related tax-withholding share disposition, reflecting routine equity compensation activity tied to prior RSU grants.

How many Bloomin' Brands shares did Philip J. Pace acquire and dispose of in this filing?
Pace acquired 2,462 shares of common stock through the exercise of restricted stock units and had 1,100 shares withheld by the issuer to cover tax obligations, resulting in a net increase in directly held shares and updated ownership of 39,071 common shares.

What is the purpose of the 1,100 Bloomin' Brands shares withheld at $6.47 in this Form 4?
The 1,100 common shares were withheld by Bloomin' Brands at $6.47 per share to satisfy applicable withholding taxes due upon vesting of certain restricted stock units, representing a tax-withholding disposition rather than an open-market sale by Philip J. Pace.

What is Philip J. Pace’s Bloomin' Brands share ownership after these Form 4 transactions?
Following the RSU conversion and related tax-withholding disposition, Philip J. Pace directly owned 39,071 shares of Bloomin' Brands common stock, as reported in the Form 4’s post-transaction ownership figures for his direct holdings.

How were Philip J. Pace’s restricted stock units in Bloomin' Brands structured and when were they granted?
The restricted stock units were granted on February 22, 2023 in an original amount of 7,384 units, vesting in three equal annual installments with a final vesting in 2026, and each RSU entitles the holder to one share of common stock upon vesting.

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SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Pace Philip J
(Last) (First) (Middle)
2202 N. WEST SHORE BLVD.
SUITE 500
(Street)
TAMPA FL 33607
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Bloomin' Brands, Inc. [ BLMN ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP, Chief Accounting Officer
3. Date of Earliest Transaction (Month/Day/Year)
02/22/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/22/2026 M 2,462(1) A $0 40,171 D
Common Stock 02/22/2026 F 1,100(2) D $6.47 39,071 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units $0(3) 02/22/2026 M 2,462 (1) (4) Common Stock 2,462 $0 0 D
Explanation of Responses:
1. On February 22, 2023, these restricted stock units ("RSU") were granted in the original amount of 7,384, which vest in three equal annual installments, with a final vesting in 2026.
2. These shares of common stock were withheld by the issuer to pay for the applicable withholding tax due upon vesting of certain RSUs.
3. Each RSU represents the contingent right to receive one share of common stock of the issuer upon vesting of the unit.
4. This field is not applicable.
Remarks:
/s/ Allison Hicks, Attorney in Fact 02/24/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR