[Form 4] Brinker International, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Michaela M. Ware, Executive Vice President and Chief Financial Officer of Brinker International, Inc. (ticker: EAT), reported multiple transactions dated 08/19/2025. The Form 4 shows an acquisition of 7,504 shares of Common Stock recorded at a price of $0 (code A), a sale/disposition of 2,249 shares at $156.13, and 3,259.86 shares held indirectly through the company 401(k) plan. Following the reported transactions, Ware beneficially owned 25,467.37 shares directly and 3,259.86 indirectly in the 401(k) fund, for combined holdings disclosed on the form. The filing was signed by an attorney-in-fact on 08/21/2025.

Positive

• Officer received 7,504 shares (recorded at $0), indicating continued equity alignment with company performance
• Transparent disclosure of direct and indirect holdings including 3,259.86 shares in the Brinker 401(k) plan

Negative

• Sale of 2,249 shares at $156.13 reduced direct holdings; insider sales may prompt investor questions about timing

Insights

Securities Analyst

TL;DR: Routine insider transactions by the CFO show a grant/award and a market sale, resulting in modest net holdings change.

The Form 4 discloses a zero-cost acquisition of 7,504 shares (likely an awarded grant or similar instrument) and a contemporaneous sale of 2,249 shares at $156.13. After transactions, direct beneficial ownership is shown as 25,467.37 shares with an additional 3,259.86 shares held indirectly via the 401(k) plan. These are standard Section 16 disclosures that provide transparency into senior management equity activity; there is no accompanying operational or financial data to indicate a change in company fundamentals.

Corporate Governance Expert

TL;DR: Disclosure aligns with reporting requirements; transactions include both an award and a sale but do not indicate governance issues.

The filing identifies Michaela M. Ware as an officer (EVP, CFO) and reports both acquisition (code A) and disposition (code F) activity on the same transaction date. The presence of shares held in the company 401(k) plan is explicitly noted. The form is signed by an attorney-in-fact, consistent with permitted filing practices. There are no indications of any exemptions claimed beyond standard codes shown on the form.

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

OMB Number:			3235-0287
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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^*

Ware Michaela M

(Last) (First) (Middle)

3000 OLYMPUS BLVD.

(Street)

DALLAS TX 75019

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BRINKER INTERNATIONAL, INC [ EAT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/19/2025

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	08/19/2025		A		7,504	A	$0	27,716.37	D
Common Stock	08/19/2025		F		2,249	D	$156.13	25,467.37	D
Common Stock								3,259.86(1)	I	By 401(k) Plan

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

Explanation of Responses:

1. Reflects the number of units held in the Brinker Common Stock Fund under the Brinker International, Inc. 401(k) Savings Plan as of August 19, 2025.

	/s/ Christopher L. Green, as Attorney-in-Fact	08/21/2025
	** 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.
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FAQ

What transactions did Brinker CFO Michaela Ware report on Form 4 (EAT)?

The Form 4 reports an acquisition of 7,504 shares at $0 and a disposition of 2,249 shares at $156.13 on 08/19/2025.

How many Brinker (EAT) shares does Michaela Ware beneficially own after the reported transactions?

Following the reported transactions, the filing shows 25,467.37 shares beneficially owned directly and 3,259.86 shares indirectly via the company 401(k) plan.

What does the $0 price for 7,504 shares mean on the Form 4?

The Form 4 records the acquisition price as $0 (code A). The filing does not provide further explanation beyond the recorded code and amounts.

Was the Form 4 signed and when was it filed?

The form was signed by an attorney-in-fact (Christopher L. Green) and dated 08/21/2025 on the filing.

Are any shares held indirectly by the reporting person?

Yes. The filing states 3,259.86 shares are held indirectly in the Brinker Common Stock Fund under the company 401(k) Savings Plan as of 08/19/2025.