[Form 4] DARDEN RESTAURANTS INC Insider Trading Activity

Rhea-AI Filing Summary

Darden Restaurants Inc. (DRI) director Daryl A. Kenningham reported equity compensation activity. On 11/23/2025, he received 186 restricted stock units as part of his FY26 director compensation, electing to take his quarterly cash retainer in the form of restricted stock units that settle immediately. These units convert into common stock on a one-for-one basis and were reported at an exercise price of $0.0000.

The filing also shows the conversion of 186 restricted stock units into 186 shares of common stock, leaving Kenningham with 1,466 shares of Darden common stock beneficially owned directly after the transactions. The transactions are reported on Form 4 in his capacity as a director and were carried out under the company’s director compensation program.

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

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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^*

Kenningham Daryl

(Last) (First) (Middle)

1000 DARDEN CENTER DRIVE

(Street)

ORLANDO FL 32837

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
DARDEN RESTAURANTS INC [ DRI ]

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)
11/23/2025

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
Common Stock	11/23/2025		M		186	A	$0(1)	1,466	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units (FY26 Director Compensation)(2)	(1)	11/23/2025		A		186(3)		11/23/2025	11/23/2025	Common Stock	186	$0.0000	186	D
Restricted Stock Units (FY26 Director Compensation)(2)	(1)	11/23/2025		M			186	11/23/2025	11/23/2025	Common Stock	186	$0.0000	0.0000	D

Explanation of Responses:

1. Restricted stock units convert into common stock on a one-for-one basis.

2. Includes FY26 director compensation.

3. The Reporting Person elected to take all of the quarterly cash retainer for serving as a director in the form of restricted stock units which settle immediately.

	A. Noni Holmes-Kidd, Attorney-in-fact for Kenningham, Daryl A.	11/25/2025
	** 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 insider transaction did Darden Restaurants (DRI) report on this Form 4?

The Form 4 reports that director Daryl A. Kenningham received 186 restricted stock units as FY26 director compensation and that these 186 restricted stock units were converted into 186 shares of Darden common stock on 11/23/2025.

How many Darden (DRI) shares does the director beneficially own after the reported transaction?

After the reported transactions on 11/23/2025, Daryl A. Kenningham beneficially owns 1,466 shares of Darden Restaurants common stock directly.

What was the form of compensation for the Darden (DRI) director in this filing?

The director elected to take all of the quarterly cash retainer for serving as a director in the form of restricted stock units, which settle immediately into Darden common stock.

At what price were the Darden Restaurants (DRI) restricted stock units and shares recorded?

The restricted stock units convert into common stock on a one-for-one basis and are reported with an exercise price of $0.0000 per unit and per underlying share.

What type of derivative securities are reported for Darden (DRI) in this Form 4?

The filing reports restricted stock units (FY26 director compensation) as derivative securities, each representing the right to receive one share of Darden common stock.

What is the reporting person’s relationship to Darden Restaurants (DRI)?

The reporting person, Daryl A. Kenningham, is identified as a director of Darden Restaurants Inc., and the Form 4 is filed for one reporting person.