Darden Restaurants adds $1B repurchase & new brand president after Q4 FY25 report

Rhea-AI Filing Summary

Darden Restaurants, Inc. (NYSE: DRI) filed an 8-K on 20 June 2025 disclosing two material events.

1. Financial & capital-allocation update (Item 2.02)
The company furnished a news release (Exhibit 99.1) announcing its fiscal 2025 Q4 and full-year results. While specific figures are contained in the exhibit rather than the 8-K body, management highlighted three shareholder-friendly actions:

• Quarterly dividend increased (exact amount not stated in the filing).
• New US$1 billion share-repurchase program authorised, replacing prior authorisations.
• Initial fiscal 2026 outlook to be discussed on the accompanying earnings call; slide deck to be posted on the investor-relations website.

The disclosure is furnished, not filed, meaning it does not carry Exchange Act Section 18 liability and is not automatically incorporated into Securities Act filings.

2. Leadership transition (Item 5.02)
Dan Kiernan, President of Olive Garden, will retire effective 31 August 2025. The Board appointed John Wilkerson (currently President, Cheddar’s Scratch Kitchen) as President-elect, Olive Garden, effective 23 June 2025 and full President effective 1 September 2025. Wilkerson and Kiernan will work together through the transition period to ensure operational continuity.

Investor take-away: The filing combines a capital-return announcement—typically viewed favourably by shareholders—with an internally sourced leadership change at the company’s largest brand. The absence of detailed financial metrics within the filing limits immediate quantitative analysis, but the dividend hike and sizeable buyback suggest confidence in cash-flow generation entering fiscal 2026.

Positive

• Quarterly dividend increased, signalling confidence in operating cash flow.
• Board authorised a new US$1 billion share-repurchase program, potentially 4-5 % of shares outstanding.
• Provided a fiscal 2026 outlook and posted supporting slides, enhancing transparency.
• Leadership transition is internally filled, reducing integration risk.

Negative

• Filing omits detailed financial metrics; investors must reference Exhibit 99.1 for numbers.
• Retirement of Olive Garden president introduces execution risk if transition falters.

Insights

Restaurant Industry Analyst

Darden announces planned leadership transition at Olive Garden alongside upcoming dividend increase and $1B share repurchase authorization.

This 8-K filing reveals a significant leadership transition at Darden's flagship Olive Garden brand. Dan Kiernan, current President of Olive Garden, will retire effective August 31, 2025, with John Wilkerson, President of Cheddar's Scratch Kitchen, appointed as his successor. The company has implemented a methodical transition plan, with Wilkerson assuming a President-elect role beginning June 23, working alongside Kiernan for over two months to ensure operational continuity.

The internal promotion demonstrates Darden's succession depth and commitment to leadership development across its brand portfolio. Moving a president from Cheddar's to the larger Olive Garden operation suggests confidence in Wilkerson's operational capabilities. The structured handover period indicates this is a planned succession rather than an unexpected departure, which should minimize disruption to Olive Garden's operations.

Notably, the filing also references an upcoming announcement of fiscal 2025 results that will include a dividend increase and authorization of a new $1 billion share repurchase program. These capital return initiatives signal management's confidence in Darden's financial health and future cash flow generation. The substantial repurchase authorization in particular suggests leadership believes in the company's long-term value proposition while providing potential support for the stock price.

DARDEN RESTAURANTS INC0000940944false00009409442025-06-132025-06-13

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: June 13, 2025

(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 2.02 Results of Operations and Financial Condition.

On June 20, 2025, Darden Restaurants, Inc. (the Company) issued a news release entitled “Darden Restaurants Reports Fiscal 2025 Fourth Quarter and Full Year Results; Increases Quarterly Dividend; Authorizes New $1 Billion Share Repurchase Program; And Provides Fiscal 2026 Outlook,” a copy of which is furnished as Exhibit 99.1 to this Current Report on Form 8-K. In addition, the slide presentation accompanying the Company’s conference call will be posted on the Company’s website.

As provided in General Instruction B.2 of Form 8-K, the information in this Item 2.02 in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to the liabilities of that section. The information in this Item 2.02 of this Current Report on Form 8-K shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended (the Securities Act), except as expressly set forth by specific reference in such filing.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On June 13, 2025, Dan Kiernan, the Company’s President, Olive Garden, notified the Company of his intent to retire. The effective date of his retirement is August 31, 2025. On June 18, 2025, the Company’s Board of Directors approved the appointment of John Wilkerson, currently the Company’s President, Cheddar’s Scratch Kitchen, to the office of President, Olive Garden, effective September 1, 2025. Effective on June 23, 2025, Mr. Wilkerson will no longer serve as President, Cheddar’s Scratch Kitchen and will assume the role of President-elect, Olive Garden. Mr. Wilkerson will work with Mr. Kiernan until his retirement date to ensure a smooth leadership transition.

Item 9.01 Financial Statements and Exhibits.

(d)Exhibits.

Exhibit Number						Description of Exhibit
99.1						News release dated June 20, 2025 entitled “Darden Restaurants Reports Fiscal 2025 Fourth Quarter and Full Year Results; Increases Quarterly Dividend; Authorizes New $1 Billion Share Repurchase Program; And Provides Fiscal 2026 Outlook”
104						Cover Page Interactive Data File (embedded within the Inline XBRL document).

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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/ Rajesh Vennam
			Rajesh Vennam
			Senior Vice President, Chief Financial Officer

Date: June 20, 2025

3

FAQ

When will Dan Kiernan retire from Darden Restaurants (DRI)?

August 31, 2025 is the effective retirement date.

Who is the new President of Olive Garden at Darden Restaurants?

The Board appointed John Wilkerson, effective September 1, 2025.

How large is Darden Restaurants' new share-repurchase programme?

The company authorised a US$1 billion buyback.

Did Darden Restaurants increase its dividend in this 8-K filing?

Yes. The news release states the quarterly dividend was increased (exact amount not disclosed here).

Where can investors find detailed fiscal 2025 results for DRI?

Financial metrics are in Exhibit 99.1 and the slide deck posted on Darden’s investor-relations website.