Starboard trims Bloomin' Brands (BLMN) voting stake while keeping 9.3% exposure

Rhea-AI Filing Summary

Starboard Value and related funds filed an amended Schedule 13D on Bloomin' Brands, Inc., disclosing reduced beneficial ownership but continued economic exposure. As of May 8, 2026 they beneficially owned 4,180,992 common shares, or 4.9% of Bloomin' Brands’ 85,614,287 outstanding shares.

Through cash-settled total return swaps across several Starboard entities, they have economic exposure to an additional 3,827,119 notional shares. Including these positions, the group reports economic exposure to 8,008,111 shares, representing about 9.3% of the company. The filing notes that, as of May 8, 2026, the reporting persons ceased to beneficially own more than 5% of Bloomin' Brands’ outstanding shares.

Insights

Activist ownership analyst

Starboard now reports under 5% voting stake in Bloomin' Brands but keeps sizeable economic exposure via swaps.

The amendment shows Starboard Value and affiliates now beneficially own 4,180,992 Bloomin' Brands shares, or 4.9%. That places the group just under the 5% regulatory threshold, while still coordinating positions across multiple vehicles.

However, cash-settled total return swaps give Starboard funds economic exposure to an additional 3,827,119 notional shares, taking overall exposure to 8,008,111 shares, or about 9.3% of Bloomin' Brands’ 85,614,287 outstanding shares as of May 4, 2026. The swaps, maturing on November 8, 2027, do not convey voting or disposition power.

The group explicitly states that as of May 8, 2026 they ceased to beneficially own more than 5% of the stock and disclaims beneficial ownership of securities not directly owned. Future company or regulatory disclosures would clarify any further changes in ownership or exposure.

Key Figures

Beneficial ownership shares: 4,180,992 shares Beneficial ownership percentage: 4.9% Shares outstanding: 85,614,287 shares +5 more

8 metrics

Beneficial ownership shares 4,180,992 shares Starboard group beneficially owned as of May 8, 2026

Beneficial ownership percentage 4.9% Portion of Bloomin' Brands’ outstanding shares

Shares outstanding 85,614,287 shares Bloomin' Brands common stock as of May 4, 2026

Total economic exposure 8,008,111 shares Common plus notional swap exposure, about 9.3% of shares

Starboard V&O Fund holdings 2,608,403 shares; $64,989,467 Shares and aggregate purchase price, excluding commissions

Starboard X Master holdings 660,072 shares; $16,773,849 Shares and aggregate purchase price, excluding commissions

Swap maturity date November 8, 2027 Maturity for cash-settled total return swaps

Starboard Value LP Account swaps 419,468 notional shares Notional exposure under cash-settled swaps

Key Terms

cash-settled total return swap, economic exposure, beneficially owned, working capital, +2 more

6 terms

cash-settled total return swap financial

"has entered into certain cash-settled total return swap agreements with a certain unaffiliated third party financial institution"

economic exposure financial

"constitutes economic exposure to an aggregate of 2,370,713 notional Shares"

beneficially owned financial

"See rows (11) and (13) of the cover pages to this for the aggregate number of Shares and percentage of the Shares beneficially owned"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

working capital financial

"were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business)"

Working capital is the money a business has available to cover its daily expenses, like paying bills and buying supplies. It’s like the cash in your wallet that helps you handle everyday costs; having enough ensures the business can operate smoothly without running into money shortages.

Schedule 13D financial

"If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this"

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

margin loans financial

"include margin loans made by brokerage firms in the ordinary course of business"

Margin loans are loans from a brokerage that let an investor borrow money using their existing stocks, bonds or cash as collateral to buy more securities. They matter because borrowing magnifies both gains and losses—like using a lever to move a heavier load—so small market moves can have outsized effects on your returns; investors also pay interest and risk a margin call, where the broker may force sales if collateral falls below required levels.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 3)

Bloomin' Brands, Inc.

(Name of Issuer)

Common Stock, $0.01 par value per share

(Title of Class of Securities)

094235108

(CUSIP Number)

JEFFREY C. SMITH
STARBOARD VALUE LP, 777 Third Avenue, 18th Floor
New York, NY, 10017
212-845-7977

ANDREW FREEDMAN, ESQ.
OLSHAN FROME WOLOSKY LLP, 1325 Avenue of the Americas
New York, NY, 10019
212-451-2300

MEAGAN REDA, ESQ.
OLSHAN FROME WOLOSKY LLP, 1325 Avenue of the Americas
New York, NY, 10019
212-451-2300

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

05/08/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 094235108

1

Name of reporting person

Starboard Value LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 4,180,992.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 4,180,992.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

4,180,992.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.9 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Note to rows (7)(9)(11)(13): Possesses economic exposure to an aggregate of 7,980,992 Shares (representing approximately 9.3% of the outstanding Shares) due to certain cash-settled total return swaps as further explained in Item 6. The aggregate percentage of Shares reported owned by each person named herein is based upon 85,614,287 Shares outstanding, as of May 4, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 7, 2026.

SCHEDULE 13D

CUSIP Number(s): 094235108

1

Name of reporting person

STARBOARD VALUE & OPPORTUNITY MASTER FUND LTD

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 2,608,403.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 2,608,403.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

2,608,403.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

3.0 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

Note to rows (7)(9)(11)(13): Possesses economic exposure to an aggregate of 4,979,116 Shares (representing approximately 5.8% of the outstanding Shares) due to certain cash-settled total return swaps as further explained in Item 6. The aggregate percentage of Shares reported owned by each person named herein is based upon 85,614,287 Shares outstanding, as of May 4, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 7, 2026.

SCHEDULE 13D

CUSIP Number(s): 094235108

1

Name of reporting person

STARBOARD VALUE & OPPORTUNITY S LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 315,176.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 315,176.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

315,176.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.4 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

Note to rows (7)(9)(11)(13): Possesses economic exposure to an aggregate of 601,631 Shares (representing approximately 0.7% of the outstanding Shares) due to certain cash-settled total return swaps as further explained in Item 6. The aggregate percentage of Shares reported owned by each person named herein is based upon 85,614,287 Shares outstanding, as of May 4, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 7, 2026.

SCHEDULE 13D

CUSIP Number(s): 094235108

1

Name of reporting person

Starboard Value & Opportunity C LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP Number(s): 094235108

1

Name of reporting person

Starboard Value R LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP Number(s): 094235108

1

Name of reporting person

Starboard Value & Opportunity Master Fund L LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 135,816.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 135,816.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

135,816.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.2 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Note to rows (7)(9)(11)(13): Possesses economic exposure to an aggregate of 259,257 Shares (representing approximately 0.3% of the outstanding Shares) due to certain cash-settled total return swaps as further explained in Item 6. The aggregate percentage of Shares reported owned by each person named herein is based upon 85,614,287 Shares outstanding, as of May 4, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 7, 2026.

SCHEDULE 13D

CUSIP Number(s): 094235108

1

Name of reporting person

Starboard Value L LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 135,816.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 135,816.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

135,816.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.2 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Note to rows (7)(9)(11)(13): Possesses economic exposure to an aggregate of 259,257 Shares (representing approximately 0.3% of the outstanding Shares) due to certain cash-settled total return swaps as further explained in Item 6. The aggregate percentage of Shares reported owned by each person named herein is based upon 85,614,287 Shares outstanding, as of May 4, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 7, 2026.

SCHEDULE 13D

CUSIP Number(s): 094235108

1

Name of reporting person

Starboard Value R GP LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 135,816.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 135,816.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

135,816.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.2 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

Note to rows (7)(9)(11)(13): Possesses economic exposure to an aggregate of 259,257 Shares (representing approximately 0.3% of the outstanding Shares) due to certain cash-settled total return swaps as further explained in Item 6. The aggregate percentage of Shares reported owned by each person named herein is based upon 85,614,287 Shares outstanding, as of May 4, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 7, 2026.

SCHEDULE 13D

CUSIP Number(s): 094235108

1

Name of reporting person

Starboard X Master Fund Ltd

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 660,072.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 660,072.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

660,072.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.8 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

Note to rows (7)(9)(11)(13): Possesses economic exposure to an aggregate of 1,259,995 Shares (representing approximately 1.5% of the outstanding Shares) due to certain cash-settled total return swaps as further explained in Item 6. The aggregate percentage of Shares reported owned by each person named herein is based upon 85,614,287 Shares outstanding, as of May 4, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 7, 2026.

SCHEDULE 13D

CUSIP Number(s): 094235108

1

Name of reporting person

Starboard Value GP LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 4,180,992.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 4,180,992.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

4,180,992.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.9 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

Note to rows (7)(9)(11)(13): Possesses economic exposure to an aggregate of 7,980,992 Shares (representing approximately 9.3% of the outstanding Shares) due to certain cash-settled total return swaps as further explained in Item 6. The aggregate percentage of Shares reported owned by each person named herein is based upon 85,614,287 Shares outstanding, as of May 4, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 7, 2026.

SCHEDULE 13D

CUSIP Number(s): 094235108

1

Name of reporting person

Starboard Principal Co LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 4,180,992.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 4,180,992.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

4,180,992.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.9 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Note to rows (7)(9)(11)(13): Possesses economic exposure to an aggregate of 7,980,992 Shares (representing approximately 9.3% of the outstanding Shares) due to certain cash-settled total return swaps as further explained in Item 6. The aggregate percentage of Shares reported owned by each person named herein is based upon 85,614,287 Shares outstanding, as of May 4, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 7, 2026.

SCHEDULE 13D

CUSIP Number(s): 094235108

1

Name of reporting person

Starboard Principal Co GP LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 4,180,992.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 4,180,992.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

4,180,992.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.9 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

Note to rows (7)(9)(11)(13): Possesses economic exposure to an aggregate of 7,980,992 Shares (representing approximately 9.3% of the outstanding Shares) due to certain cash-settled total return swaps as further explained in Item 6. The aggregate percentage of Shares reported owned by each person named herein is based upon 85,614,287 Shares outstanding, as of May 4, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 7, 2026.

SCHEDULE 13D

CUSIP Number(s): 094235108

1

Name of reporting person

Smith Jeffrey C

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 4,180,992.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 4,180,992.00

11

Aggregate amount beneficially owned by each reporting person

4,180,992.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.9 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

Note to rows (7)(9)(11)(13): Possesses economic exposure to an aggregate of 7,980,992 Shares (representing approximately 9.3% of the outstanding Shares) due to certain cash-settled total return swaps as further explained in Item 6. The aggregate percentage of Shares reported owned by each person named herein is based upon 85,614,287 Shares outstanding, as of May 4, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 7, 2026.

SCHEDULE 13D

CUSIP Number(s): 094235108

1

Name of reporting person

Feld Peter A

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 4,180,992.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 4,180,992.00

11

Aggregate amount beneficially owned by each reporting person

4,180,992.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.9 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

Note to rows (7)(9)(11)(13): Possesses economic exposure to an aggregate of 7,980,992 Shares (representing approximately 9.3% of the outstanding Shares) due to certain cash-settled total return swaps as further explained in Item 6. The aggregate percentage of Shares reported owned by each person named herein is based upon 85,614,287 Shares outstanding, as of May 4, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 7, 2026.

SCHEDULE 13D

CUSIP Number(s): 094235108

1

Name of reporting person

Sagal Jonathan

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 27,119.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 27,119.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

27,119.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, $0.01 par value per share
(b)	Name of Issuer: Bloomin' Brands, Inc.
(c)	Address of Issuer's Principal Executive Offices: 2202 NORTH WEST SHORE BOULEVARD, SUITE 500, TAMPA, FLORIDA , 33607.
Item 2.	Identity and Background
(b)	Item 2(b) is hereby amended to add the following: The officers and directors of Starboard V&O Master Fund and Starboard X Master and their principal occupations and business addresses are set forth on Exhibit 1 attached hereto and are incorporated by reference in this Item 2.
(f)	Item 2(f) is hereby amended to add the following: The citizenship of the persons listed on Exhibit 1, attached hereto, is set forth therein and is incorporated by reference in this Item 2.
Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 is hereby amended and restated to read as follows: The Shares purchased by each of Starboard V&O Fund, Starboard S LLC, Starboard L Master, Starboard X Master and held in the Starboard Value LP Account were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market purchases, except as otherwise noted, as set forth in Exhibit 2, which is incorporated by reference herein. The aggregate purchase price of the 2,608,403 Shares beneficially owned by Starboard V&O Fund is approximately $64,989,467, excluding brokerage commissions. The aggregate purchase price of the 315,176 Shares beneficially owned by Starboard S LLC is approximately $7,993,687, excluding brokerage commissions. The aggregate purchase price of the 135,816 Shares beneficially owned by Starboard L Master is approximately $3,444,053, excluding brokerage commissions. The aggregate purchase price of the 660,072 Shares beneficially owned by Starboard X Master is approximately $16,773,849, excluding brokerage commissions. The aggregate purchase price of the 461,525 Shares held in the Starboard Value LP Account is approximately $12,325,805, excluding brokerage commissions. The 27,119 Shares owned directly by Mr. Sagal were granted to him in his former capacity as a director of the Issuer.
Item 5.	Interest in Securities of the Issuer
(a)	Item 5(a) is hereby amended and restated to read as follows: The percentages used in this Schedule 13D are based upon 85,614,287 Shares outstanding, as of May 4, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 7, 2026. See rows (11) and (13) of the cover pages to this Schedule 13D for the aggregate number of Shares and percentage of the Shares beneficially owned by each of the Reporting Persons as of the close of business on May 8, 2026. The filing of this Schedule 13D shall not be deemed an admission that the Reporting Persons are, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, the beneficial owners of any securities of the Issuer that he or it does not directly own. Each of the Reporting Persons specifically disclaims beneficial ownership of the securities reported herein that he or it does not directly own.
(b)	Item 5(b) is hereby amended and restated to read as follows: See rows (7) through (10) of the cover pages to this Schedule 13D for the number of Shares as to which each Reporting Person has the sole or shared power to vote or direct the vote and the sole or shared power to dispose or to direct the disposition.
(c)	Item 5(c) is hereby amended and restated to read as follows: Information concerning transactions in the securities of the Issuer effected by the Reporting Persons during the past sixty days is set forth in Exhibit 2 attached hereto and is incorporated herein by reference. Except as otherwise noted, all of the transactions in the securities of the Issuer listed therein were effected in the open market through various brokerage entities.
(e)	Item 5(e) is hereby amended and restated to read as follows: As of May 8, 2026, the Reporting Persons ceased to beneficially own more than 5% of the outstanding Shares of the Issuer.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Item 6 is hereby amended to add the following: Starboard V&O Fund has entered into certain cash-settled total return swap agreements with a certain unaffiliated third party financial institution as the counterparty that constitutes economic exposure to an aggregate of 2,370,713 notional Shares, which have a maturity date of November 8, 2027. Starboard S LLC has entered into certain cash-settled total return swap agreements with a certain unaffiliated third party financial institution as the counterparty that constitutes economic exposure to an aggregate of 286,455 notional Shares, which have a maturity date of November 8, 2027. Starboard L Master has entered into certain cash-settled total return swap agreements with a certain unaffiliated third party financial institution as the counterparty that constitutes economic exposure to an aggregate of 123,441 notional Shares, which have a maturity date of November 8, 2027. Starboard X Master has entered into certain cash-settled total return swap agreements with a certain unaffiliated third party financial institution as the counterparty that constitutes economic exposure to an aggregate of 599,923 notional Shares, which have a maturity date of November 8, 2027. Starboard Value LP through the Starboard Value LP Account has entered into certain cash-settled total return swap agreements with a certain unaffiliated third party financial institution as the counterparty that constitutes economic exposure to an aggregate of 419,468 notional Shares, which have a maturity date of November 8, 2027. Each of the foregoing swaps provides each of Starboard V&O Fund, Starboard S LLC, Starboard L Master, Starboard X Master and Starboard Value LP with economic results that are comparable to the economic results of ownership but do not provide it with the power to vote or direct the voting or dispose of or direct the disposition of the Shares that are the subject of such swaps (such shares, the "Subject Shares"). None of Starboard V&O Fund, Starboard S LLC, Starboard L Master, Starboard X Master or Starboard Value LP have the right to convert the foregoing swaps into Shares at any time. Taking into account the Subject Shares, the Reporting Persons collectively have economic exposure to an aggregate of 8,008,111 Shares, representing approximately 9.3% of the outstanding Shares.
Item 7.	Material to be Filed as Exhibits.
	Item 7 is hereby amended to add the following exhibits: 1 - Directors and Officers. 2 - Transactions in the Securities.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Starboard Value LP

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory of Starboard Value GP LLC, its general partner
Date:	05/08/2026

STARBOARD VALUE & OPPORTUNITY MASTER FUND LTD

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory of Starboard Value LP, its investment manager
Date:	05/08/2026

STARBOARD VALUE & OPPORTUNITY S LLC

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory of Starboard Value LP, its manager
Date:	05/08/2026

Starboard Value & Opportunity C LP

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory of Starboard Value R LP, its general partner
Date:	05/08/2026

Starboard Value R LP

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory of Starboard Value R GP LLC, its general partner
Date:	05/08/2026

Starboard Value & Opportunity Master Fund L LP

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory of Starboard Value L LP, its general partner
Date:	05/08/2026

Starboard Value L LP

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory of Starboard Value R GP LLC, its general partner
Date:	05/08/2026

Starboard Value R GP LLC

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory
Date:	05/08/2026

Starboard X Master Fund Ltd

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory of Starboard Value LP, its investment manager
Date:	05/08/2026

Starboard Value GP LLC

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory of Starboard Principal Co LP, its member
Date:	05/08/2026

Starboard Principal Co LP

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory of Starboard Principal Co GP LLC, its general partner
Date:	05/08/2026

Starboard Principal Co GP LLC

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory
Date:	05/08/2026

Smith Jeffrey C

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Attorney-in-Fact for Jeffrey C. Smith
Date:	05/08/2026

Feld Peter A

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Attorney-in-Fact for Peter A. Feld
Date:	05/08/2026

Sagal Jonathan

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Attorney-in-Fact for Jonathan Sagal
Date:	05/08/2026

FAQ

What stake does Starboard currently report in Bloomin' Brands (BLMN)?

Starboard and its affiliates report beneficial ownership of 4,180,992 Bloomin' Brands shares, equal to about 4.9% of 85,614,287 shares outstanding as of May 4, 2026. This reflects voting and dispositive power over those shares only, not derivative exposure.

What is Starboard’s total economic exposure to Bloomin' Brands (BLMN)?

Including derivatives, Starboard reports economic exposure to 8,008,111 Bloomin' Brands shares, or about 9.3% of outstanding shares. This combines directly owned common stock with several cash-settled total return swaps that mirror share price performance but do not convey voting rights.

What change in ownership does this Schedule 13D/A report for BLMN?

The amendment states that as of May 8, 2026, the reporting persons ceased to beneficially own more than 5% of Bloomin' Brands’ outstanding shares. They now report 4.9% beneficial ownership while maintaining larger economic exposure through cash-settled swap agreements.

How do Starboard’s cash-settled total return swaps on BLMN work?

Starboard funds entered cash-settled total return swaps with an unaffiliated financial institution, referencing 2,370,713, 286,455, 123,441, 599,923 and 419,468 notional shares. These swaps, maturing November 8, 2027, provide economic results similar to ownership but no voting or conversion rights into shares.

Which Starboard entities directly hold Bloomin' Brands (BLMN) shares and at what cost?

Starboard V&O Fund, Starboard S LLC, Starboard L Master, Starboard X Master and the Starboard Value LP Account hold shares. Their aggregate purchase prices are about $64.99M, $7.99M, $3.44M, $16.77M and $12.33M respectively, all excluding brokerage commissions, reflecting open-market acquisitions.

How many Bloomin' Brands (BLMN) shares did Starboard base its ownership percentages on?

All percentages in the amendment use 85,614,287 Bloomin' Brands common shares outstanding as of May 4, 2026. That figure comes from the company’s Quarterly Report on Form 10-Q filed with the SEC on May 7, 2026, and serves as the denominator for ownership calculations.