Dine Brands director logs 4,920.666 share equivalents from RSU dividends

Rhea-AI Filing Summary

Dine Brands Global, Inc. director Matthew T. Ryan received 92.706 dividend equivalent rights on 10/08/2025, which equate to 4,920.666 shares of common stock. These dividend equivalents accrued on underlying restricted stock units and will vest and settle on the same schedule as those restricted stock units. The Form 4 was filed as an acquisition report and shows the holdings are held directly. The filing was signed by an attorney-in-fact on 10/10/2025. The entry discloses no cash price for the dividend equivalents and does not report any exercise, sale, or disposition.

Positive

• Increased direct ownership via 4,920.666 share equivalents improves alignment with shareholders
• Non-cash dividend equivalents indicate compensation-linked accruals rather than opportunistic open-market purchases

Negative

• No vesting schedule disclosed in the Form 4 entry, leaving timing of conversion to actual shares unclear
• Potential future dilution when dividend equivalents and underlying RSUs settle into common stock

Insights

Corporate Governance Analyst

Director recorded accrued dividend equivalents tied to RSUs, increasing direct beneficial ownership.

The transaction documents 92.706 dividend equivalent rights converting economically to 4,920.666 shares, indicating these are non‑cash accruals tied to existing restricted stock units rather than new option exercises or open‑market purchases. Holding is reported directly, which keeps ownership transparent for governance and Section 16 tracking.

Risks center on timing and vesting: these rights vest and settle on the same timetable as the related RSUs, so investors should note the vesting schedule implied by the underlying awards to understand when ownership (and potential selling) could change.

Equity Compensation Specialist

This is an accrual of dividend equivalents that increases reported share equivalents without cash consideration.

Dividend equivalent rights accrue when dividends are paid on the common stock underlying RSUs and vest proportionately with the RSUs, per the explanation. The record shows a $0.00 price for settlement of these equivalents, consistent with non‑cash accrual treatment.

Monitor the underlying RSU grant terms and vesting dates to assess when these 4,920.666 share equivalents convert to deliverable shares, which can affect share count and potential insider sales timing over the next vesting periods.

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
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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^*

Ryan Matthew T.

(Last) (First) (Middle)

10 WEST WALNUT STREET

5TH FLOOR

(Street)

PASADENA CA 91103

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Dine Brands Global, Inc. [ DIN ]

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)
10/08/2025

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

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 (Dividend Equivalent Rights)	(1)	10/08/2025		A		92.706		(2)	(2)	Common Stock	92.706	$0.00	4,920.666	D

Explanation of Responses:

1. Each dividend equivalent right is the economic equivalent of one share of common stock.

2. Represents dividend equivalent rights that accrued on the underlying award of restricted stock units. Dividend equivalent rights accrue when and as dividends are paid on the common stock underlying the applicable restricted stock units and vest proportionately with and are subject to settlement and expiration upon the same terms as the restricted stock units to which they relate.

	/s/ Christine K. Son as attorney-in-fact for Matthew T. Ryan	10/10/2025
	** 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 did the Form 4 for DIN filed by Matthew T. Ryan report?

The filing reports acquisition of 92.706 dividend equivalent rights on 10/08/2025, equal to 4,920.666 common shares, held directly.

Were any cash purchases or sales reported in this Form 4 for DIN?

No. The Form 4 shows a $0.00 price for the dividend equivalents, indicating no cash purchase or sale was reported.

What do the dividend equivalent rights represent?

Each dividend equivalent right is the economic equivalent of one share and accrues when dividends are paid on the common stock underlying the related restricted stock units.

Does the Form 4 disclose when these dividend equivalents will vest or convert to shares?

No specific vesting dates are provided; the filing states they "vest proportionately with and are subject to settlement and expiration upon the same terms as the restricted stock units."

Who signed the Form 4 filing for Matthew T. Ryan?

The Form 4 was signed by Christine K. Son as attorney‑in‑fact on 10/10/2025.