Form 4: EAT Director Reduces Stake to 28,905 Shares After Sales

Rhea-AI Filing Summary

Harriet Edelman, a director of Brinker International (EAT), reported two disposals of common stock on 08/14/2025. The filing shows 175 shares disposed (Code G) at $0 and 8,325 shares sold (Code S) at a weighted average price of $157, with sale prices ranging from $156.90 to $157.99. Following these transactions the reporting person beneficially owned 28,905 shares, down from 37,230 prior to the reported dispositions. The Form 4 was signed by an attorney-in-fact on 08/15/2025.

Positive

• Timely disclosure of insider transactions under Section 16 via Form 4
• Weighted average price and price range are disclosed, and a footnote offers to provide per-trade details on request

Negative

• Significant reduction in beneficial ownership from 37,230 to 28,905 shares following reported disposals
• Large block sold (8,325 shares) at a weighted average of $157, which may be viewed unfavorably by some investors

Insights

Corporate Governance Expert

TL;DR: Director disclosed significant share disposals reducing holdings by ~22%, a routine insider transaction but notable for size.

The Form 4 shows a director-level insider, Harriet Edelman, executed two reported disposals on 08/14/2025 resulting in beneficial ownership falling from 37,230 to 28,905 shares. The filing includes a weighted average sale price of $157 and a noted price range of $156.90 to $157.99 for the sold shares. The document is a standard Section 16 disclosure filed through an attorney-in-fact and provides the required explanatory footnote about the weighted average price. From a governance perspective, timely disclosure and specificity on price ranges are positive for transparency.

Securities Analyst

TL;DR: Insider sales of 8,325 shares at ~$157 reduce insider stake; impact appears routine but size warrants investor attention.

The transaction labeled "S" reports 8,325 shares sold at a reported weighted average price of $157, with additional 175 shares reported as disposed under code "G" at $0. The filing states the seller will provide detailed per-trade quantities and prices on request. The reduction to 28,905 shares from 37,230 represents a material percentage decline in the reporting person's holding, which investors may note when assessing insider activity trends, though the filing contains no further context about purpose or timing beyond the transaction date.

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^*

EDELMAN HARRIET

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/14/2025

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	08/14/2025		G		175	D	$0	37,230	D
Common Stock	08/14/2025		S		8,325	D	$157(1)	28,905	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

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $156.90 to $157.99, inclusive. The reporting person undertakes to provide to Brinker International, any security holder of Brinker International or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4.

	/s/ Christopher L. Green, as Attorney-in-Fact	08/15/2025
	** 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 did Brinker (EAT) insider Harriet Edelman report on 08/14/2025?

Harriet Edelman reported two disposals: 175 shares (Code G) at $0 and 8,325 shares sold (Code S) at a weighted average price of $157.

How many Brinker shares does Harriet Edelman own after the transactions?

28,905 shares of common stock beneficially owned following the reported transactions.

What price did the insider shares sell for in the Form 4?

Weighted average sale price $157 with individual trade prices reported in the range $156.90 to $157.99 according to the filing footnote.

When were the transactions executed and when was the Form 4 signed?

Transactions dated 08/14/2025 and the Form 4 bears the attorney-in-fact signature dated 08/15/2025.

Does the Form 4 explain the per-trade quantities and prices?

The filing states the reported $157 is a weighted average and the reporting person will provide full per-trade details upon request.