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Darden Restaurants (NYSE: DRI) SVP settles 6,913 equity units with share withholding

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Darden Restaurants executive Sarah H. King, SVP and Chief People Officer, exercised equity awards covering 6,913 shares of common stock on July 26–27, 2026. These performance and time-based restricted stock units convert one-for-one into common shares, with tax-related withholding transactions totaling 2,540 shares at $196.31 per share.

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Insider King Sarah H.
Role SVP, Chief People Officer
Type Security Shares Price Value
Exercise Performance Restricted Stock Units (FY23) F1, F5 3,858 $0.00 $0.00
Exercise Common Stock F1, F2 3,858 $0.00 $0.00
Exercise Price or Tax Liability Common Stock F2 1,337 $196.31 $262K
Exercise Performance Restricted Stock Units (FY24) F1, F4 1,550 $0.00 $0.00
Exercise Restricted Stock Units (FY24 Annual Grant) F3 1,505 $0.00 $0.00
Exercise Common Stock F1, F2 1,550 $0.00 $0.00
Exercise Common Stock F3, F2 1,505 $0.00 $0.00
Exercise Price or Tax Liability Common Stock F2 593 $196.31 $116K
Exercise Price or Tax Liability Common Stock F2 610 $196.31 $120K
Holdings After Transaction: Performance Restricted Stock Units (FY24) — 1,550 shares (Direct); Restricted Stock Units (FY24 Annual Grant) — 0 shares (Direct); Performance Restricted Stock Units (FY23) — 0 shares (Direct); Common Stock — 5,115.819 shares (Direct)
Footnotes (5)
  1. F1. Performance restricted stock units convert into common stock on a one-for-one basis.
  2. F2. Includes shares acquired pursuant to the Darden Restaurants, Inc. Employee Stock Purchase Plan and dividend reinvestment feature of the Plan.
  3. F3. Restricted stock units convert into common stock on a one-for-one basis.
  4. F4. This grant vests in two equal annual installments beginning on July 26, 2026.
  5. F5. This grant vested in two equal annual installments beginning on July 27, 2025.
Equity awards exercised 6,913 shares Total derivative shares converted to common stock on July 26–27, 2026
Shares withheld for taxes 2,540 shares Shares delivered or withheld to cover tax obligations at $196.31 per share
FY23 performance RSUs converted 3,858 shares Performance Restricted Stock Units (FY23) exercised into common stock on July 27, 2026
FY24 performance RSUs converted 1,550 shares Performance Restricted Stock Units (FY24) exercised into common stock on July 26, 2026
FY24 RSUs converted 1,505 shares Restricted Stock Units (FY24 Annual Grant) exercised into common stock on July 26, 2026
Tax withholding price $196.31 per share Price per share for common stock used in tax withholding transactions coded F
Performance Restricted Stock Units financial
"Security title includes "Performance Restricted Stock Units (FY23)""
Performance restricted stock units (PRSUs) are promises to deliver company shares to employees or executives only if the business meets specific performance targets and any time-based holding rules. Think of them as a bonus that converts into stock only after set goals are reached, so investors watch PRSUs for two reasons: they can dilute existing shares if paid out, and they signal how closely management’s pay is tied to company performance.
Restricted Stock Units financial
"Security title includes "Restricted Stock Units (FY24 Annual Grant)""
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Employee Stock Purchase Plan financial
"Includes shares acquired pursuant to the Darden Restaurants, Inc. Employee Stock Purchase Plan"
An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.
dividend reinvestment feature financial
"and dividend reinvestment feature of the Plan"

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FAQ

What insider activity did Darden Restaurants (DRI) report for Sarah H. King?

Darden Restaurants reported that SVP and Chief People Officer Sarah H. King exercised 6,913 shares of equity awards. These included performance and time-based restricted stock units that converted into common stock over July 26–27, 2026, as reflected in multiple Form 4 transactions.

How many Darden Restaurants (DRI) shares were withheld for Sarah H. King’s taxes?

The filing shows 2,540 shares of Darden common stock were delivered or withheld to cover tax obligations. These tax-related transactions used a price of $196.31 per share, as indicated by code F on the non-derivative common stock entries.

What types of equity awards did Sarah H. King exercise at Darden Restaurants (DRI)?

Sarah H. King exercised Performance Restricted Stock Units for FY23 and FY24 and Restricted Stock Units from a FY24 annual grant. Each unit converts on a one-for-one basis into Darden Restaurants common stock, according to the footnotes.

On what dates were Sarah H. King’s Darden (DRI) equity awards settled?

The equity award settlements occurred on July 26, 2026 and July 27, 2026. On these dates, restricted and performance restricted stock units converted into Darden common stock, and separate tax withholding transactions in common shares were reported.

What price per share was used for Darden (DRI) tax withholding transactions?

The tax withholding transactions for Sarah H. King’s awards used a price of $196.31 per share. This price applies to the common stock shares delivered or withheld under transaction code F to satisfy exercise price or tax liabilities.
SEC Form 4
FORM 4UNITED 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*
King Sarah H.

(Last)(First)(Middle)
1000 DARDEN CENTER DRIVE

(Street)
ORLANDO FLORIDA 32837

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
DARDEN RESTAURANTS INC [ DRI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
SVP, Chief People Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/26/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock07/26/2026M1,550A$0(1)2,292.819(2)D
Common Stock07/26/2026M1,505A$0(3)3,797.819(2)D
Common Stock07/26/2026F593D$196.313,204.819(2)D
Common Stock07/26/2026F610D$196.312,594.819(2)D
Common Stock07/27/2026M3,858A$0(1)6,452.819(2)D
Common Stock07/27/2026F1,337D$196.315,115.819(2)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Performance Restricted Stock Units (FY24)(1)07/26/2026M1,550 (4)07/26/2027Common Stock1,550$0.00001,550D
Restricted Stock Units (FY24 Annual Grant)(3)07/26/2026M1,50507/26/202607/26/2026Common Stock1,505$0.00000.0000D
Performance Restricted Stock Units (FY23)(1)07/27/2026M3,858 (5)07/27/2026Common Stock3,858$0.00000.0000D
Explanation of Responses:
1. Performance restricted stock units convert into common stock on a one-for-one basis.
2. Includes shares acquired pursuant to the Darden Restaurants, Inc. Employee Stock Purchase Plan and dividend reinvestment feature of the Plan.
3. Restricted stock units convert into common stock on a one-for-one basis.
4. This grant vests in two equal annual installments beginning on July 26, 2026.
5. This grant vested in two equal annual installments beginning on July 27, 2025.
A. Noni Holmes-Kidd, Attorney-in-fact for King, Sarah H.07/29/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)