Bloomin' Brands (BLMN) Insider Files RSU Grant and Tax Withholding

Rhea-AI Filing Summary

Insider filing summary: Bloomin' Brands director and EVP of Outback Steakhouse, Patrick M. Hafner, reported equity changes on 09/03/2025. He was granted 16,202 restricted stock units (RSUs) that convert to common stock upon vesting and are reported as acquired at $0. The filing shows 3,946 shares were disposed of at $6.99, representing shares withheld to cover taxes related to RSU vesting, leaving 12,256 shares beneficially owned after the cash-withholding transaction. The RSUs were originally granted in 2024 in an award of 32,405 with staged vesting through 2026.

Positive

• 16,202 RSUs reported as acquired, reflecting continued executive compensation alignment with long-term equity incentives
• Original grant of 32,405 RSUs with staged vesting through 2026, indicating retention-focused compensation

Negative

• 3,946 shares disposed at $6.99 to cover withholding taxes, reducing immediate share ownership by the reporting person

Insights

Corporate Governance Expert

TL;DR: Routine executive equity compensation and tax withholding; no unusual trading signals in this filing.

This Form 4 discloses a standard executive compensation event: a tranche of RSUs reported as acquired (16,202) that are contingent on vesting and common shares withheld (3,946) to satisfy tax obligations at vesting. The underlying 2024 grant totals 32,405 RSUs with scheduled vesting through 2026, indicating planned long-term alignment with shareholder interests. The transactions are administrative and consistent with typical post-vesting withholding practices rather than opportunistic market sales.

Compensation & Equity Analyst

TL;DR: Equity grant and tax-withholding disposal are compensation mechanics; limited immediate valuation impact.

The report shows issuance of RSUs at no exercise price and a contemporaneous disposition of 3,946 shares at $6.99 for tax withholding, leaving 12,256 shares held by the reporting person. Because the RSUs vest over multiple anniversaries, the economic impact will be phased and tied to continued service. There is no indication of open-market sales beyond withholding, which reduces potential signaling risk to investors.

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

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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)
09/03/2025

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	09/03/2025		M		16,202(1)	A	$0	16,202	D
Common Stock	09/03/2025		F		3,946(2)	D	$6.99	12,256	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)	09/03/2025		M			16,202	(1)	(4)	Common Stock	16,202	$0	16,203	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. 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	09/04/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What transactions did Patrick M. Hafner report on Form 4 for BLMN?

He reported 16,202 RSUs acquired (contingent on vesting) and 3,946 common shares disposed at $6.99 to satisfy tax withholding, leaving 12,256 shares owned.

When were the RSUs originally granted and what is the vesting schedule?

The RSUs were originally granted on September 3, 2024 in the amount of 32,405 and vest 50% at 12 months, 25% at 18 months, and 25% at 24 months, with final vesting in 2026.

Were any shares sold on the open market by the reporting person?

No open-market sale is indicated; the 3,946 shares were withheld by the issuer to pay applicable withholding taxes upon RSU vesting.

What is the economic cost to the reporting person for the RSUs reported as acquired?

The RSUs are reported with a $0 acquisition price, representing typical granted equity units that convert to common stock upon vesting.

Does the Form 4 indicate any unusual or material change in ownership?

The filing shows routine compensation-related changes and tax-withholding dispositions; it does not indicate an exceptional or materially adverse ownership change.