Form 4: Darden Restaurants Executive Earns Double Target Performance Stock Units

Todd Burrowes, President of Business Development at Darden Restaurants, has earned 11,998 performance restricted stock units, double the target amount, reflecting strong company performance.

Summary

• Todd Burrowes, President, Business Development at Darden Restaurants, Inc. (DRI), reported changes in his beneficial ownership of company securities.
• On June 17, 2025, the Compensation Committee of the Board of Directors determined that 11,998 Performance Restricted Stock Units (PSUs) were earned by Mr. Burrowes.
• These PSUs were originally awarded on July 27, 2022, with a target of 5,999 units, contingent on the achievement of specific performance criteria, specifically relative total shareholder return, through May 25, 2025.
• The earned PSUs convert into common stock on a one-for-one basis and will vest in two equal annual installments, with the first installment beginning on July 27, 2025.
• Following this reported transaction, Mr. Burrowes beneficially owns 11,998 derivative securities (PSUs) and 46,326.616 shares of Common Stock, which includes shares acquired through the Darden Restaurants, Inc. Employee Stock Purchase Plan and dividend reinvestment.

Sentiment

Score: 8

Explanation: The earning of double the target performance-based stock units indicates strong company performance and successful achievement of executive compensation targets, which is a very positive signal for the company's operational and strategic execution.

Positives

• The earning of 11,998 Performance Restricted Stock Units (PSUs), which is double the target amount of 5,999 units, indicates that Darden Restaurants achieved strong performance against its relative total shareholder return criteria.
• This significant achievement suggests successful execution of strategic objectives and strong financial performance during the performance period from July 27, 2022, through May 25, 2025.

Future Outlook

The vesting schedule for the earned performance restricted stock units indicates future share acquisitions for Todd Burrowes, with installments beginning July 27, 2025, and concluding by July 27, 2026, contingent on continued employment.

Industry Context

This Form 4 reflects a standard executive compensation practice within the restaurant and hospitality industry, where performance-based equity awards are used to align executive incentives with shareholder returns. The achievement of double the target PSUs suggests Darden Restaurants outperformed its peer group in relative total shareholder return during the specified performance period, which is a positive indicator for the company's competitive standing.

Comparison to Industry Standards

• The earning of 200% of target performance restricted stock units (PSUs) by a Darden Restaurants executive suggests strong outperformance against the company's selected comparison group for relative total shareholder return.
• While specific comparable companies are not named in this filing, this level of achievement typically indicates that Darden's stock performance exceeded that of its industry peers (e.g., McDonald's, Chipotle, Starbucks, Yum! Brands) over the performance period of July 27, 2022, to May 25, 2025.
• This is a positive signal regarding the company's operational and strategic execution relative to broader industry benchmarks, demonstrating effective management in a competitive sector.

Stakeholder Impact

• Shareholders: Positive, as the achievement of performance targets for executive compensation suggests strong company performance and potentially increased shareholder value.
• Management: Positive, as the executive has earned a significant equity award based on the company's performance, aligning their interests with shareholders.

Next Steps

• The first equal annual installment of the earned PSUs is scheduled to vest on July 27, 2025.
• The second equal annual installment of the earned PSUs is scheduled to vest on July 27, 2026.

Key Dates

Recommendation

Keywords

Darden Restaurants, DRI, SEC Form 4, Insider Transaction, Performance Restricted Stock Units, PSUs, Executive Compensation, Stock Ownership, Todd Burrowes, Employee Stock Purchase Plan