Darden Restaurants signs $1.5B revolving credit deal

The facility’s proceeds may be used for working capital, capital expenditures, certain debt refinancing, acquisitions and general corporate purposes.

Rhea-AI Filing Summary

Darden Restaurants, Inc. entered into a $1,500,000,000 senior unsecured revolving credit agreement on October 22, 2026, with Bank of America, N.A. as administrative agent and participating lenders. The commitment matures on October 22, 2031, and includes a $150 million sublimit for letters of credit. Darden terminated its prior $1,250,000,000 credit agreement when the new agreement became effective on October 22, 2026; no amounts were outstanding under the prior agreement on that date.

The proceeds may be used for working capital and capital expenditures, refinancing certain indebtedness, certain acquisitions and general corporate purposes. The agreement sets a maximum consolidated net debt to total capitalization ratio of 3.50 to 1.00 and includes customary representations, affirmative and negative covenants, including limitations on liens and subsidiary debt, and customary events of default. Borrowing rates are based on prevailing interest rates and, in part, Darden’s credit ratings; interest and fee pricing may be modified if the rating of Darden’s long-term senior unsecured debt changes. Certain lenders and their affiliates have provided and may continue to provide Darden investment banking, commercial banking, financial and other services, for which Darden has paid and intends to pay customary fees.

8-K Event Classification

4 items: 1.01, 1.02, 2.03, 9.01

4 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 1.02 Termination of a Material Definitive Agreement Business

A significant contract was terminated, which may affect business operations or revenue.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial

The company incurred a new significant debt or off-balance-sheet obligation.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Revolving credit commitment: $1,500,000,000 Prior credit agreement: $1,250,000,000 Letter-of-credit sublimit: $150 million +2 more

5 metrics

Revolving credit commitment $1,500,000,000 New agreement entered into October 22, 2026

Prior credit agreement $1,250,000,000 Terminated when the new agreement became effective on October 22, 2026

Letter-of-credit sublimit $150 million Sublimit under the new credit agreement

Maximum consolidated net debt to total capitalization ratio 3.50 to 1.00 Maximum ratio under the credit agreement

Maturity date October 22, 2031 New revolving credit agreement

Key Terms

senior unsecured, administrative agent, affirmative and negative covenants, events of default

4 terms

senior unsecured financial

"a senior unsecured revolving credit agreement"

Senior unsecured is a type of loan or bond that has priority over other unsecured obligations for repayment if a company runs into financial trouble, but it is not backed by specific assets as collateral. Think of it as being near the front of a line to get paid, but without a pledged item to seize if the borrower defaults; that higher repayment priority typically makes it less risky than subordinated debt but more risky than secured debt, which influences the interest rate investors demand.

administrative agent financial

"as administrative agent and participating lenders"

An administrative agent is a bank or financial firm appointed to handle the day-to-day paperwork and communication for a group of lenders on a loan or credit agreement, acting as the central point for collecting payments, distributing funds, monitoring covenants, and sharing information. For investors, the administrative agent matters because it influences how quickly lenders receive updates, how smoothly repayments and waivers are handled, and how effectively the lending group enforces terms — think of it as a property manager coordinating tasks for multiple owners.

affirmative and negative covenants financial

"customary representations, affirmative and negative covenants"

events of default financial

"customary events of default"

Events of default are specific breaches or failures listed in a loan, bond, or credit agreement that give lenders the right to act, such as demanding immediate repayment, raising interest rates, or taking secured assets. They matter to investors because triggering one is like setting off a financial alarm: it raises the chance of foreclosure, restructuring, or bankruptcy and can sharply reduce the value of a company’s stock or bonds and increase borrowing costs.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How large is DRI’s new credit facility, and when does it mature?

Darden Restaurants (DRI) entered into a $1,500,000,000 senior unsecured revolving credit agreement on October 22, 2026; it matures on October 22, 2031.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/23/2026 - 04:57 PM EDT Accepted by SEC EDGAR 10/23/2026 - 04:55 PM EDT Learn about SEC filing dates

DARDEN RESTAURANTS INC0000940944false00009409442026-10-222026-10-22

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

 CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report: October 22, 2026

(Date of earliest event reported)

DARDEN RESTAURANTS, INC.

(Exact name of registrant as specified in its charter)

Commission File Number: 1-13666

Florida						59-3305930
(State or other jurisdiction of incorporation)						(IRS Employer Identification No.)

1000 Darden Center Drive, Orlando, Florida 32837

(Address of principal executive offices, including zip code)

(407) 245-4000

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading Symbol			Name of each exchange on which registered
Common Stock, without par value			DRI			New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act (17 CFR 230.405) or Rule 12b-2 of the Exchange Act (17 CFR 240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.01 Entry into a Material Definitive Agreement.

On October 22, 2026, Darden Restaurants, Inc. (the “Company”) entered into a $1,500,000,000 Amended and Restated Revolving Credit Agreement (the “Credit Agreement”) with Bank of America, N.A., as administrative agent, and the lenders (the “Lenders”) and other agents party thereto. The Credit Agreement amended and restated the Company’s Prior Credit Agreement (as defined below), described below under Item 1.02.

The Credit Agreement is a senior unsecured credit commitment to the Company and contains customary representations and affirmative and negative covenants (including limitations on liens and subsidiary debt and a maximum consolidated net debt to total capitalization ratio of 3.50 to 1.00). The Credit Agreement also contains events of default customary for credit facilities of this type.

The Credit Agreement matures on October 22, 2031, and the proceeds may be used for working capital and capital expenditures, the refinancing of certain indebtedness, certain acquisitions and general corporate purposes. The Credit Agreement also contains a sublimit of $150 million for the issuance of letters of credit.

Interest rates on borrowings under the Credit Agreement will be based on prevailing interest rates as described in the Credit Agreement and, in part, upon our credit ratings. Pricing for interest and fees under the Credit Agreement may be modified in the event of a change in the rating of our long-term senior unsecured debt.

Certain of the Lenders and their affiliates have provided, from time to time, and may continue to provide, investment banking, commercial banking, financial and other services to the Company, including letters of credit, derivative transactions, transfer agent services, trustee and custodial services, depository services and account processing services, for which the Company has paid and intends to pay customary fees.

The preceding description of the Credit Agreement is qualified in its entirety by reference to the full text of the Credit Agreement, a copy of which is attached to this Current Report as Exhibit 10.1 and incorporated herein by reference.

Item 1.02 Termination of a Material Definitive Agreement.

On October 22, 2026, upon effectiveness of the Credit Agreement described under Item 1.01 above, the Company terminated its prior $1,250,000,000 credit agreement, dated as of October 23, 2023 and amended as of September 16, 2024 (the “Prior Credit Agreement”), by and among the Company, Bank of America, N.A., as administrative agent, and the lenders party to the Prior Credit Agreement. There were no amounts outstanding under the Prior Credit Agreement on October 22, 2026. A brief description of any material relationships between the Company and the administrative agent and the lenders under the Prior Credit Agreement, other than in respect of the Prior Credit Agreement, is provided under Item 1.01 above.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth above under Item 1.01 is hereby incorporated by reference into this Item 2.03.

Item 9.01 Financial Statements and Exhibits.

(d)Exhibits.

Exhibit Number						Description of Exhibit
10.1						Amended and Restated Revolving Credit Agreement, dated as of October 22, 2026, among Darden Restaurants, Inc., certain lenders party thereto and Bank of America, N.A., as administrative agent.
104						Cover Page Interactive Data File (embedded within the Inline XBRL document).

2

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

DARDEN RESTAURANTS, INC.
By:			/s/ Lindsay L. Koren
			Lindsay L. Koren
			Senior Vice President, General Counsel, Chief Compliance Officer, and Corporate Secretary

Date: October 23, 2026

3

Filing Exhibits & Attachments

4 documents

Agreements & Contracts

• EX-10.1 EX-10.1 1.1 MB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 1.8 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 21.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 12.3 KB