Darden Restaurants Inc SEC Filings

Darden Restaurants director William S. Simon received annual restricted stock unit (RSU) grants as compensation, increasing his direct holding. The Form 4 reports acquisition of 1,162 RSUs for the fiscal year 2025 director annual grant and 886 RSUs for the fiscal year 2026 director annual grant, each converting one-for-one into common stock at $0.0000 per share. After the reported transactions, Mr. Simon beneficially owns 8,614 shares of Darden common stock directly. The RSUs vest on the earlier of one year from grant or the next annual shareholders meeting.

James P. Fogarty, a director of Darden Restaurants, reported equity awards and resulting ownership changes on 09/17/2025. The filing shows an award of 1,162 restricted stock units (RSUs) identified as the FY25 director annual grant and an additional 886 RSUs identified as the FY26 director annual grant. RSUs convert one-for-one into common stock and are reported as direct ownership. After the reported FY25 award, Fogarty beneficially owned 26,548 shares

Darden Restaurants (DRI) director Juliana L. Chugg reported award activity dated 09/17/2025. The filing shows two restricted stock unit grants: 1,162 RSUs labeled as the FY25 director annual grant and 886 RSUs labeled as the FY26 director annual grant. The RSUs convert one-for-one into common stock and vest on the earlier of one year from grant or the next annual shareholders meeting. The report was signed by an attorney-in-fact on behalf of Ms. Chugg on 09/19/2025. The filing indicates the FY25 RSUs were reported with a transaction code M and the FY26 RSUs with code A, and the reported price for the RSUs is $0.0000.

Director M. Shan Atkins received equity awards from Darden Restaurants (DRI) consisting of restricted stock units (RSUs) tied to company common stock. The filing reports an award of 1,162 RSUs treated as a grant and another 886 RSUs granted as the FY26 director annual grant, for a total of 2,048 RSUs. The FY25 RSUs convert one-for-one into common shares and vest on the earlier of one year from grant or the next annual meeting; the FY26 RSUs follow the same vesting schedule and include a one-time option for the director to defer settlement until leaving the board. The reported holdings after the transaction show 1,162 shares beneficially owned and 886 RSUs outstanding.

Darden Restaurants, Inc. approved a special performance-based restricted stock unit award for President and CEO Ricardo Cardenas with a target value of $17,000,000. The performance stock units can pay out between 0% and 200% of the target amount based on the company’s total shareholder return versus the S&P 500 over an approximately five-year period, and are scheduled to vest on July 24, 2030, subject to his continued employment.

Shareholders held their annual meeting on September 17, 2025, electing nine directors and giving advisory approval to the company’s executive compensation program. They ratified KPMG LLP as independent auditor and voted against a shareholder proposal asking Darden to disclose measurable targets for reducing greenhouse gas emissions.

Darden Restaurants, Inc. reported several updates related to its fiscal 2026 performance and plans. On September 18, 2025, the company issued a news release titled “Darden Restaurants Reports Fiscal 2026 First Quarter Results; Declares Quarterly Dividend; And Updates Fiscal 2026 Financial Outlook.” This release, furnished as Exhibit 99.1, provides details on first quarter financial results, the latest quarterly dividend declaration, and revisions to the company’s fiscal 2026 financial outlook.

The company also noted that the slide presentation used for its conference call will be posted on its website. The information in this current report, including Exhibit 99.1, is being furnished rather than filed under the securities laws, meaning it is not automatically incorporated into other securities filings unless specifically referenced.

Darden Restaurants, Inc. shareholders received an exempt solicitation from Bowyer Research urging a vote against Proposal 4, which asks the company to disclose measurable greenhouse gas emissions reduction targets. Bowyer Research argues that Darden’s core mission is producing and serving food efficiently and profitably, and that emissions mandates could conflict with this focus.

The filer contends that emissions, especially from agriculture and operations, are inherent to Darden’s business model and warns that setting broad targets, particularly for Scope 3 emissions tied to suppliers, could introduce reputational and regulatory risks if goals are missed and raise costs through constrained sourcing. They highlight Darden’s fiscal 2025 results, including total sales of $12.1 billion, adjusted EPS of $9.55, same-restaurant sales growth at Olive Garden and LongHorn Steakhouse, a $1 billion share repurchase authorization, and a 7.1% dividend increase as evidence that current strategy is working without additional emissions targets.

Darden Restaurants insider report: Director Daryl Kenningham received 155 restricted stock units as part of FY26 director compensation and elected to take his quarterly cash retainer in the form of RSUs. The RSUs were granted and settled on 08/24/2025 and convert into common stock one-for-one, resulting in 155 shares beneficially owned directly after the transaction. The Form 4 was signed by attorney-in-fact Noni Holmes-Kidd on 08/26/2025. The report shows this was a routine director compensation election and immediate settlement of equity in lieu of cash.

Reporting person: Timothy J. Wilmott, a director of Darden Restaurants, Inc. (DRI). Transaction: On 08/24/2025 Wilmott was credited with 158 restricted stock units (RSUs) that convert one-for-one into common shares. The RSUs were granted as an election to take quarterly cash retainer in RSUs, with vested shares deliverable upon termination of director service. Following the reported transactions, Wilmott beneficially owns 27,094 shares indirectly (by trust) and 5,681 shares directly, with the 158 RSUs underlying additional common stock. The filing was signed by attorney-in-fact Noni Holmes-Kidd on 08/26/2025.