Denny's (DENN) director equity cashed out in $6.25-per-share merger

Q: What insider activity did Denny's (DENN) report for Gregg Dedrick?

The filing shows that director Gregg Dedrick had all of his Denny's equity holdings cashed out on January 16, 2026 in connection with the completion of a merger, leaving him with no reported remaining shares or deferred stock units.

Q: What does each deferred stock unit represent for Denny's (DENN)?

The footnotes explain that each deferred stock unit (DSU) represents the equivalent of one share of Denny’s common stock .

Q: What corporate transaction triggered these Denny's insider Form 4 entries?

The activity was triggered by the merger of Sparkle Acquisition Corp. with and into Denny's Corporation , under a Merger Agreement dated November 3, 2025 , with Denny’s surviving as an indirect wholly owned subsidiary of Sparkle Topco Corp.

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Denny's Corporation director Gregg Dedrick reported the cash-out of his equity holdings in connection with the company’s merger. On January 16, 2026, Sparkle Acquisition Corp. merged with Denny’s, with Denny’s becoming an indirect wholly owned subsidiary of Sparkle Topco Corp. Immediately before the merger became effective, Dedrick’s shares of Denny’s common stock were converted into the right to receive $6.25 in cash per share, subject to applicable taxes.

The filing also shows that Dedrick’s outstanding restricted stock unit and deferred stock unit awards were cancelled and converted into cash based on the same $6.25 per-share merger consideration, with each deferred stock unit representing one share of common stock. Following these transactions, the report shows no remaining common stock or deferred stock units beneficially owned by Dedrick.

Insider Trade Summary

77,549 shares exercised/converted

Mixed 11 txns

Insider DEDRICK GREGG

Role Director

Type	Security	Shares	Price	Value
Exercise	Deferred Stock Units	14,305	$0.00	--
Exercise	Deferred Stock Units	482	$0.00	--
Exercise	Deferred Stock Units	279	$0.00	--
Exercise	Deferred Stock Units	8,306	$0.00	--
Exercise	Deferred Stock Units	5,658	$0.00	--
Exercise	Deferred Stock Units	10,280	$0.00	--
Exercise	Deferred Stock Units	13,464	$0.00	--
Exercise	Deferred Stock Units	24,775	$0.00	--
Disposition	Common Stock	104,991	$6.25	$656K
Exercise	Common Stock	77,549	$0.00	--
Disposition	Common Stock	77,549	$6.25	$485K

Holdings After Transaction: Deferred Stock Units — 0 shares (Direct); Common Stock — 0 shares (Direct)

Footnotes (1)

On January 16, 2026, pursuant to that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of November 3, 2025, by and among Denny's Corporation (the "Issuer"), a Delaware corporation, Sparkle Topco Corp., a Delaware corporation (the "Buyer") and Sparkle Acquisition Corp., a Delaware corporation and wholly owned subsidiary of Buyer ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving as a wholly owned, indirect subsidiary of Buyer. Immediately prior to the effective time of the Merger (the "Effective Time"), shares of the Issuer's common stock held by the Reporting Person were converted into the right to receive a cash payment equal to the per share merger consideration of $6.25 (the "Merger Consideration"), without interest and subject to applicable withholding taxes. Pursuant to the Merger Agreement, immediately prior to the Effective Time, each outstanding restricted stock unit ("RSUs") award, including deferred stock units ("DSUs"), was cancelled and terminated and converted into a right to receive an amount in cash (without interest and subject to applicable withholding taxes) equal to the product obtained by multiplying (x) the aggregate number of shares of the Issuer's common stock underlying such RSU award by (y) the Merger Consideration. Each DSU represents the equivalent of one share of common stock of the Issuer. These DSUs, which were granted under the Denny's Corporation's respective Omnibus Incentive Plan, vested on their respective date of grant. These DSUs, which were granted under the Denny's Corporation's respective Omnibus Incentive Plan, vested on the first anniversary of their date of grant. These DSUs, which were granted under the Denny's Corporation's respective Omnibus Incentive Plan, vested on January 16, 2026, the closing date of the Merger.

Form 4 Insider Transactions: What Each Field Means →

01/20/2026 - 05:32 PM

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^*

DEDRICK GREGG

(Last)

(First)

(Middle)

DENNY'S CORPORATION

203 EAST MAIN STREET

(Street)

SPARTANBURG

29319

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
DENNY'S Corp [ DENN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/16/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	01/16/2026		D		104,991⁽¹⁾	D	$6.25⁽¹⁾	0	D
Common Stock	01/16/2026		M		77,549⁽¹⁾⁽²⁾	A	⁽¹⁾	77,549	D
Common Stock	01/16/2026		D		77,549⁽¹⁾⁽²⁾	D	$6.25⁽¹⁾	0	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Deferred Stock Units	⁽³⁾	01/16/2026		M⁽¹⁾⁽²⁾			14,305	⁽⁴⁾	⁽⁴⁾	Common Stock	14,305	$0	0	D
Deferred Stock Units	⁽³⁾	01/16/2026		M⁽¹⁾⁽²⁾			482	⁽⁴⁾	⁽⁴⁾	Common Stock	482	$0	0	D
Deferred Stock Units	⁽³⁾	01/16/2026		M⁽¹⁾⁽²⁾			279	⁽⁴⁾	⁽⁴⁾	Common Stock	279	$0	0	D
Deferred Stock Units	⁽³⁾	01/16/2026		M⁽¹⁾⁽²⁾			8,306	⁽⁵⁾	⁽⁵⁾	Common Stock	8,306	$0	0	D
Deferred Stock Units	⁽³⁾	01/16/2026		M⁽¹⁾⁽²⁾			5,658	⁽⁵⁾	⁽⁵⁾	Common Stock	5,658	$0	0	D
Deferred Stock Units	⁽³⁾	01/16/2026		M⁽¹⁾⁽²⁾			10,280	⁽⁵⁾	⁽⁵⁾	Common Stock	10,280	$0	0	D
Deferred Stock Units	⁽³⁾	01/16/2026		M⁽¹⁾⁽²⁾			13,464	⁽⁵⁾	⁽⁵⁾	Common Stock	13,464	$0	0	D
Deferred Stock Units	⁽³⁾	01/16/2026		M⁽¹⁾⁽²⁾			24,775	⁽⁶⁾	⁽⁶⁾	Common Stock	24,775	$0	0	D

Explanation of Responses:

1. On January 16, 2026, pursuant to that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of November 3, 2025, by and among Denny's Corporation (the "Issuer"), a Delaware corporation, Sparkle Topco Corp., a Delaware corporation (the "Buyer") and Sparkle Acquisition Corp., a Delaware corporation and wholly owned subsidiary of Buyer ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving as a wholly owned, indirect subsidiary of Buyer. Immediately prior to the effective time of the Merger (the "Effective Time"), shares of the Issuer's common stock held by the Reporting Person were converted into the right to receive a cash payment equal to the per share merger consideration of $6.25 (the "Merger Consideration"), without interest and subject to applicable withholding taxes.

2. Pursuant to the Merger Agreement, immediately prior to the Effective Time, each outstanding restricted stock unit ("RSUs") award, including deferred stock units ("DSUs"), was cancelled and terminated and converted into a right to receive an amount in cash (without interest and subject to applicable withholding taxes) equal to the product obtained by multiplying (x) the aggregate number of shares of the Issuer's common stock underlying such RSU award by (y) the Merger Consideration.

3. Each DSU represents the equivalent of one share of common stock of the Issuer.

4. These DSUs, which were granted under the Denny's Corporation's respective Omnibus Incentive Plan, vested on their respective date of grant.

5. These DSUs, which were granted under the Denny's Corporation's respective Omnibus Incentive Plan, vested on the first anniversary of their date of grant.

6. These DSUs, which were granted under the Denny's Corporation's respective Omnibus Incentive Plan, vested on January 16, 2026, the closing date of the Merger.

Remarks:

	/s/ Gail Sharps Myers, Attorney-in-Fact	01/20/2026
	** 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

FAQ

What insider activity did Denny's (DENN) report for Gregg Dedrick?

The filing shows that director Gregg Dedrick had all of his Denny's equity holdings cashed out on January 16, 2026 in connection with the completion of a merger, leaving him with no reported remaining shares or deferred stock units.

What cash consideration did Denny's shareholders receive in the reported merger?

According to the filing, each share of Denny’s common stock held by the reporting person was converted into the right to receive $6.25 in cash per share, without interest and subject to applicable withholding taxes.

How were Gregg Dedrick's restricted stock units and deferred stock units treated?

The filing states that, immediately prior to the merger’s effective time, each outstanding RSU and DSU award was cancelled and converted into cash equal to the number of underlying shares multiplied by the $6.25 per-share merger consideration.

What does each deferred stock unit represent for Denny's (DENN)?

The footnotes explain that each deferred stock unit (DSU) represents the equivalent of one share of Denny’s common stock.

Did Gregg Dedrick retain any Denny's equity after the merger close?

No. The tables show that, after the cash-out transactions at the merger closing, Dedrick’s beneficial ownership of Denny’s common stock and deferred stock units was reduced to zero.

What corporate transaction triggered these Denny's insider Form 4 entries?

The activity was triggered by the merger of Sparkle Acquisition Corp. with and into Denny's Corporation, under a Merger Agreement dated November 3, 2025, with Denny’s surviving as an indirect wholly owned subsidiary of Sparkle Topco Corp.