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Bloomin' Brands (BLMN) EVP Hafner exercises RSUs and withholds shares for taxes

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

Rhea-AI Filing Summary

Bloomin' Brands executive Patrick M. Hafner reported equity award activity involving restricted stock units and common shares. On the reported date, 8,101 restricted stock units were exercised for no cash cost, resulting in the acquisition of 8,101 shares of common stock and increasing his directly held common shares to 33,145.

In a separate transaction the same day, 1,973 common shares were withheld by the company at a price of $6.35 per share to cover tax obligations upon vesting of certain RSUs, leaving Hafner with 31,172 directly owned common shares. Footnotes explain that these RSUs were part of a 32,405-unit grant with scheduled vesting through a final vesting in 2026, and that each RSU converts into one share of common stock upon vesting.

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Insider Hafner Patrick M
Role EVP, Pres Outback Steakhouse
Type Security Shares Price Value
Exercise Restricted Stock Units 8,101 $0.00 --
Exercise Common Stock 8,101 $0.00 --
Tax Withholding Common Stock 1,973 $6.35 $13K
Holdings After Transaction: Restricted Stock Units — 8,102 shares (Direct); Common Stock — 33,145 shares (Direct)
Footnotes (1)
  1. On September 3, 2024, these restricted stock units ("RSU") were granted in the original amount of 32,405, which vest 50% on the 12-month anniversary of the grant date; 25% on the 18-month anniversary of the grant date; and 25% on the 24-month anniversary of the grant date; with a final vesting in 2026. This amount reflects a change of 252 shares originally reported in the reporting person's Form 4 filed on March 3, 2026, in which the number of shares withheld to satisfy tax withholding obligations was incorrect. These shares of common stock were withheld by the issuer to pay for the applicable withholding tax due upon vesting of certain RSUs. Each RSU represents the contingent right to receive one share of common stock of the issuer upon vesting of the unit. This field is not applicable.
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*
Hafner Patrick M

(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)
EVP, Pres Outback Steakhouse
3. Date of Earliest Transaction (Month/Day/Year)
03/03/2026
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 03/03/2026 M 8,101(1) A $0 33,145(2) D
Common Stock 03/03/2026 F 1,973(3) D $6.35 31,172 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(4) 03/03/2026 M 8,101 (1) (5) Common Stock 8,101 $0 8,102 D
Explanation of Responses:
1. On September 3, 2024, these restricted stock units ("RSU") were granted in the original amount of 32,405, which vest 50% on the 12-month anniversary of the grant date; 25% on the 18-month anniversary of the grant date; and 25% on the 24-month anniversary of the grant date; with a final vesting in 2026.
2. This amount reflects a change of 252 shares originally reported in the reporting person's Form 4 filed on March 3, 2026, in which the number of shares withheld to satisfy tax withholding obligations was incorrect.
3. These shares of common stock were withheld by the issuer to pay for the applicable withholding tax due upon vesting of certain RSUs.
4. Each RSU represents the contingent right to receive one share of common stock of the issuer upon vesting of the unit.
5. This field is not applicable.
Remarks:
/s/ Allison Hicks, Attorney in Fact 03/05/2026
** 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.

FAQ

What insider transactions did BLMN executive Patrick Hafner report on this Form 4?

Patrick M. Hafner reported exercising 8,101 restricted stock units into common stock and a related share withholding for taxes. The equity award activity reflects scheduled vesting of prior RSU grants rather than open-market buying or selling of Bloomin' Brands, Inc. common shares.

How many Bloomin' Brands (BLMN) shares does Patrick Hafner own after these transactions?

After the reported transactions, Patrick M. Hafner directly owns 31,172 shares of Bloomin' Brands common stock. This figure reflects RSU conversion into common shares and the separate withholding of shares by the issuer to cover tax obligations tied to the vesting event.

Were any of Patrick Hafner’s BLMN shares sold on the open market?

No open-market sale is reported. Shares labeled under code “F” were withheld by Bloomin' Brands to satisfy tax withholding obligations upon RSU vesting, as described in the footnotes, rather than being sold at the executive’s discretion into the public market.

What are the key terms of Patrick Hafner’s restricted stock units in BLMN?

The RSUs were originally granted in an amount of 32,405 units and vest 50% on the 12‑month anniversary of the grant, 25% at 18 months, and 25% at 24 months, with a final vesting in 2026. Each RSU converts into one share of common stock.

Why were some Bloomin' Brands (BLMN) shares withheld in Patrick Hafner’s Form 4?

The filing states that 1,973 common shares were withheld by Bloomin' Brands to pay applicable withholding tax due upon vesting of certain RSUs. This tax-withholding disposition occurs automatically and is different from an executive choosing to sell shares on the market.

Did this Form 4 for BLMN correct any prior share information?

Yes. A footnote explains the amount reported reflects a change of 252 shares from a Form 4 filed on March 3, 2026, where the number of shares withheld to satisfy tax obligations had previously been reported incorrectly and is now adjusted in this disclosure.