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

Rhea-AI Filing Summary

Douglas N. Comings, SVP & COO, Chili's, reported insider transactions in Brinker International, Inc. (EAT) dated 08/19/2025. He acquired 17,822 shares of common stock at no cash price (coded A) resulting in 38,263 shares beneficially owned following that transaction. On the same date he disposed of 7,013 shares (coded F) at $156.13 per share, leaving 31,250 shares beneficially owned after the sale. The filing also discloses an indirect holding of 1,947.42 units in the Brinker Common Stock Fund under the company 401(k) Savings Plan as of August 19, 2025. The Form 4 was signed by an attorney-in-fact on behalf of the reporting person on 08/21/2025.

Positive

• Acquisition of 17,822 shares reported, increasing direct beneficial ownership at one point to 38,263 shares
• 401(k) plan holdings disclosed explicitly: 1,947.42 units in the Brinker Common Stock Fund, improving transparency
• Form 4 signed by attorney-in-fact, indicating proper execution of filing

Negative

• Disposition of 7,013 shares at $156.13 reduced direct holdings to 31,250 shares
• No explanation in the filing for the reason behind the sale (routine disclosure only)

Insights

Financial Analyst

TL;DR: Routine insider activity—concurrent grant/acquisition and partial sale; modest net increase in direct holdings, limited immediate market impact.

The filing shows a common pattern where an insider receives stock (17,822 shares coded A at $0) while also selling some existing shares (7,013 shares at $156.13). The net effect is an increase from 31,250 to 38,263 shares at one reported point, then 31,250 after the sale, depending on reporting order. The acquisition at no cash price likely reflects a compensation award or restricted stock issuance, while the sale was executed at a specific market price, providing liquidity. For investors, these are disclosures of insider portfolio rebalancing rather than indications of material corporate developments; transaction sizes are modest relative to typical market-capitalization thresholds and no derivative activity is reported.

Corporate Governance Expert

TL;DR: Disclosure appears complete and timely for Section 16 reporting; includes 401(k) fund holdings and attorney-in-fact signature.

The Form 4 identifies the reporting person, relationship to issuer (SVP & COO, Chili's), transaction dates, and amounts for both acquisition and disposition. The filing includes an explicit explanation that 1,947.42 units represent holdings in the company 401(k) fund and is signed by an attorney-in-fact, which is an accepted practice. There are no indications of omitted classes of securities or derivative instruments. From a governance perspective, the document meets standard disclosure requirements under Section 16 without signalling governance anomalies.

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
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^*

Comings Douglas N.

(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)
	SVP & COO, Chili's

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		17,822	A	$0	38,263	D
Common Stock	08/19/2025		F		7,013	D	$156.13	31,250	D
Common Stock								1,947.42(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.
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 transactions did Douglas N. Comings report on Form 4 for EAT?

He reported an acquisition of 17,822 shares (coded A, $0) and a sale of 7,013 shares (coded F) at $156.13 per share on 08/19/2025.

How many Brinker (EAT) shares does Comings beneficially own after these transactions?

The filing shows 38,263 shares following the acquisition entry and 31,250 shares after the disposition entry, as reported on the Form 4.

Does the Form 4 disclose any indirect holdings for the reporting person?

Yes. The filing discloses 1,947.42 units held in the Brinker Common Stock Fund under the company 401(k) Savings Plan as of 08/19/2025.

Who filed and signed the Form 4 for Douglas N. Comings?

The Form 4 is signed by Christopher L. Green, as attorney-in-fact, on 08/21/2025.

Do the transactions include any derivative securities or option exercises?

No derivative securities, options, or convertible instrument transactions are reported in Table II of the Form 4.