Form 4: Darden Director Converts RSUs, Receives New Grant

Sentiment:

Insider Transaction Report


Darden Restaurants Director William S. Simon converted 1,162 restricted stock units into common stock and received a new grant of 886 restricted stock units.

Summary

  • William S. Simon, a Director of Darden Restaurants Inc. (DRI), reported changes in his beneficial ownership of company securities.
  • On September 17, 2025, Mr. Simon acquired 1,162 shares of Darden Restaurants Common Stock through the conversion of restricted stock units (RSUs) at a price of $0 per share.
  • Following this conversion, Mr. Simon beneficially owns 8,614 shares of Common Stock directly.
  • Concurrently, 1,162 Restricted Stock Units (FY25 Director Annual Grant) were disposed of due to their conversion into common stock.
  • Mr. Simon also acquired 886 new Restricted Stock Units (FY26 Director Annual Grant) on September 17, 2025, with a price of $0.0000.
  • After these transactions, Mr. Simon beneficially owns 886 Restricted Stock Units directly.
  • The restricted stock units convert into common stock on a one-for-one basis.
  • The newly granted RSUs vest on the earlier of one year from the grant date or the date of the next annual meeting of shareholders.

Sentiment

Score: 7

Explanation: The filing reports routine insider transactions involving the conversion of restricted stock units and the grant of new units to a director. This indicates ongoing director compensation and continued equity participation, which is generally a neutral to slightly positive signal regarding management alignment, but does not suggest any significant operational or financial changes.

Positives

  • Director William S. Simon's continued equity participation through the acquisition of new restricted stock units demonstrates ongoing alignment with shareholder interests.
  • The conversion of existing restricted stock units into common stock increases the director's direct ownership in the company.

Risks

  • Intentional misstatements or omissions of facts constitute Federal Criminal Violations, as per 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Future Outlook

The newly granted Restricted Stock Units (FY26 Director Annual Grant) are scheduled to vest on the first to occur of one year from the grant date (September 17, 2025) and the date of the next annual meeting of shareholders.

Industry Context

This filing details a routine insider compensation event for a director of Darden Restaurants, a major player in the casual dining industry. Such transactions are standard practice for executive and director compensation across publicly traded companies and do not inherently reflect broader industry trends or competitive positioning.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Power of Attorney GrantWilliam S. Simon granted a Power of Attorney to Matthew R. Broad, Ricardo Cardenas, A. Noni Holmes-Kidd, and Christopher L. Guzman to execute and file Forms 3, 4, 5, and 144 on his behalf, ensuring compliance with Section 16(a) of the Securities Exchange Act of 1934 and Rule 144 under the Securities Act of 1933.06/17/2025This streamlines the process for the director to comply with SEC reporting requirements for insider transactions, ensuring timely and accurate filings.

Stakeholder Impact

  • Shareholders: The transactions represent routine director compensation and equity participation, aligning director interests with long-term shareholder value, with minimal direct impact on company operations or financial performance.

Next Steps

  • Vesting of the 886 Restricted Stock Units (FY26 Director Annual Grant) on the earlier of one year from September 17, 2025, or the date of the next annual meeting of shareholders.

Key Dates

DateDescription
06/17/2025Date of execution for the Power of Attorney granted by William S. Simon.
09/17/2025Date of earliest transaction reported, including RSU conversion and new RSU grant.
09/19/2025Date the Form 4 was signed by the attorney-in-fact.

Recommendation

hold

This Form 4 details a routine insider transaction involving the conversion of restricted stock units and the grant of new units to a director. Such transactions are part of standard compensation practices and do not typically signal significant changes in company fundamentals or warrant a change in investment thesis based solely on this filing. Investors should consider broader company performance, industry trends, and financial reports for investment decisions.

Keywords

Darden Restaurants, DRI, Form 4, Insider Transaction, Restricted Stock Units, RSU, Common Stock, Director, William S. Simon, Equity Compensation

Disclaimer:The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.