Основная статистика
| LEI | CY1NFSCCB5GUXC7WZC70 |
| CIK | 940944 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Darden Restaurants, Inc.
SEC Filings (Chronological Order)
На этой странице представлен полный хронологический список документов SEC, за исключением документов о собственности, которые мы предоставляем в других местах.
| September 3, 2025 |
Notice of Exempt Solicitation Pursuant to Rule 14a-103 | September 3, 2025 Notice of Exempt Solicitation Pursuant to Rule 14a-103 | September 3, 2025 Name of Registrant: Darden Restaurants, Inc. |
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| August 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
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| August 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| July 18, 2025 |
Darden Restaurants, Inc. Insider Trading Policy EXHIBIT 19.1 RP-15: INSIDER TRADING THE NEED FOR A POLICY STATEMENT Darden Restaurants, Inc. (the “Company”) is a public company with stock listed on the New York Stock Exchange and as a result, the Company is subject to federal and state securities laws, including Rule 10b-5 under the Securities Exchange Act of 1934, as amended (“Exchange Act”), which prohibit “insider trading” in the Company’s s |
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| July 18, 2025 |
mended and Restated Darden Restaurants, Inc. 2015 Omnibus Incentive Plan. Exhibit 10.37 AMENDED AND RESTATED DARDEN RESTAURANTS, INC. 2015 OMNIBUS INCENTIVE PLAN FY 20[] PERFORMANCE STOCK UNIT AWARD AGREEMENT (United States) This Performance Stock Unit Award Agreement (the “Agreement”) is between Darden Restaurants, Inc., a Florida corporation (the “Company”), and you, a person notified by the Company, and identified in the Company’s records, as the recipient of an Awar |
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| July 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended May 25, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-13666 DARDEN RESTAURANTS, INC. |
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| July 18, 2025 |
orm of Omnibus First Amendment to Darden Rest Exhibit 10.36 FORM OF OMNIBUS FIRST AMENDMENT TO DARDEN RESTAURANTS, INC. 2015 OMNIBUS INCENTIVE PLAN AWARD AGREEMENTS This Omnibus First Amendment (“Amendment"), dated as of [], amends certain terms and conditions of those certain stock incentive plan award agreements governing the terms of incentive awards, by and between Darden Restaurants, Inc., a Florida corporation (the “Company”), and certa |
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| July 18, 2025 |
Darden Restaurants, Inc. Incentive Compensation Clawback Policy. EXHIBIT 97.1 RP-36: INCENTIVE COMPENSATION CLAWBACK POLICY POLICY STATEMENT The Board of Directors (the “Board”) of Darden Restaurants, Inc. (the “Company”) believes that it is in the best interests of the Company and its shareholders to create and maintain a culture that emphasizes integrity and accountability and that reinforces the Company’s pay-for-performance compensation philosophy. The Boar |
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| July 18, 2025 |
Subsidiaries of Darden Restaurants, Inc. EXHIBIT 21 SUBSIDIARIES OF DARDEN RESTAURANTS, INC. As of May 25, 2025, we had five “significant subsidiaries”, as defined in Regulation S-X, Rule 1-02(w), identified as follows: 1. GMRI, Inc., a Florida corporation, doing business as Olive Garden, Bahama Breeze and Seasons 52 2. N and D Restaurants, LLC, a Florida limited liability company, doing business as Olive Garden 3. Olive Garden of Texas, |
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| July 18, 2025 |
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. EXHIBIT 31(b) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Rajesh Vennam, certify that: 1 I have reviewed this Annual Report on Form 10-K of Darden Restaurants, Inc. |
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| July 18, 2025 |
Award Agreement under the Amended and Restated Darden Restaurants, Inc. 2015 Omnibus Incentive Plan. Exhibit 10.39 AMENDED AND RESTATED DARDEN RESTAURANTS, INC. 2015 OMNIBUS INCENTIVE PLAN FY 20[] NONQUALIFIED STOCK OPTION AWARD AGREEMENT This Nonqualified Stock Option Award Agreement (the “Agreement”) is between Darden Restaurants, Inc., a Florida corporation (the “Company”), and you, a person notified by the Company and identified in the Company’s records, as the recipient of a Nonqualified Sto |
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| July 18, 2025 |
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. EXHIBIT 32(b) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Darden Restaurants, Inc. |
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| July 18, 2025 |
Exhibit 10.38 AMENDED AND RESTATED DARDEN RESTAURANTS, INC. 2015 OMNIBUS INCENTIVE PLAN FY 20[] RESTRICTED STOCK UNIT AWARD AGREEMENT (United States) This Restricted Stock Unit Award Agreement (the “Agreement”) is between Darden Restaurants, Inc., a Florida corporation (the “Company”), and you, a person notified by the Company, and identified in the Company’s records, as the recipient of an Award |
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| July 18, 2025 |
EXHIBIT 24 POWER OF ATTORNEY KNOW ALL BY THESE PRESENTS, that the undersigned constitutes and appoints Matthew R. |
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| July 18, 2025 |
Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. EXHIBIT 32(a) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Darden Restaurants, Inc. |
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| July 18, 2025 |
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. EXHIBIT 31(a) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Ricardo Cardenas, certify that: 1 I have reviewed this Annual Report on Form 10-K of Darden Restaurants, Inc. |
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| June 20, 2025 |
Exhibit 99.1 Darden Restaurants Reports Fiscal 2025 Fourth Quarter and Full Year Results; Increases Quarterly Dividend; Authorizes New $1 Billion Share Repurchase Program; And Provides Fiscal 2026 Outlook ORLANDO, Fla., June 20, 2025 /PRNewswire/ - Darden Restaurants, Inc. (NYSE:DRI) today reported its financial results for the fourth quarter and fiscal year ended May 25, 2025. Fourth Quarter 2025 |
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| June 20, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: June 13, 2025 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of incorp |
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| April 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 23, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 1-13666 Commission File Number DA |
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| April 1, 2025 |
Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 EXHIBIT 32(a) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Darden Restaurants, Inc. |
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| April 1, 2025 |
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 EXHIBIT 31(b) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Rajesh Vennam, certify that: 1. |
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| April 1, 2025 |
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 EXHIBIT 31(a) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Ricardo Cardenas, certify that: 1. |
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| April 1, 2025 |
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 EXHIBIT 32(b) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Darden Restaurants, Inc. |
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| March 20, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: March 20, 2025 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of incor |
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| March 20, 2025 |
Exhibit 99.1 Darden Restaurants Reports Fiscal 2025 Third Quarter Results; Declares Quarterly Dividend; And Updates Fiscal 2025 Financial Outlook ORLANDO, Fla., March 20, 2025 /PRNewswire/ - Darden Restaurants, Inc. (NYSE:DRI) today reported its financial results for the third quarter ended February 23, 2025. Third Quarter 2025 Financial Highlights, Comparisons Versus Same Fiscal Quarter Last Year |
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| January 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: 01/27/2025 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of incorpora |
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| January 2, 2025 |
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 EXHIBIT 32(b) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Darden Restaurants, Inc. |
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| January 2, 2025 |
Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 EXHIBIT 32(a) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Darden Restaurants, Inc. |
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| January 2, 2025 |
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 EXHIBIT 31(a) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Ricardo Cardenas, certify that: 1. |
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| January 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 24, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 1-13666 Commission File Number DA |
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| January 2, 2025 |
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 EXHIBIT 31(b) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Rajesh Vennam, certify that: 1. |
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| December 19, 2024 |
Exhibit 99.1 Darden Restaurants Reports Fiscal 2025 Second Quarter Results; Declares Quarterly Dividend; And Updates Fiscal 2025 Financial Outlook ORLANDO, Fla., December 19, 2024 /PRNewswire/ - Darden Restaurants, Inc. (NYSE:DRI) today reported its financial results for the second quarter ended November 24, 2024. Second Quarter 2025 Financial Highlights, Comparisons Versus Same Fiscal Quarter Las |
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| December 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: December 19, 2024 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of in |
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| December 9, 2024 |
DARDEN RESTAURANTS, INC. ANNOUNCES NEW BOARD MEMBER Exhibit 99.1 Contact: Phil McClain 407-245-4476 (Analysts) Rich Jeffers 407-245-4189 (Media) DARDEN RESTAURANTS, INC. ANNOUNCES NEW BOARD MEMBER ORLANDO, Fla. (Dec. 9, 2024) — Darden Restaurants, Inc. (NYSE: DRI) today announced the Board of Directors has appointed Daryl Kenningham as its newest member, effective immediately. With his appointment, the Company increased the size of the Board from n |
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| December 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: 12/09/2024 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of incorpora |
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| October 17, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. [NO FEE REQUIRED]. For the fiscal year ended April 30, 2024. OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 19 |
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| October 11, 2024 |
Darden Restaurants Completes Acquisition of Chuy’s Holdings, Inc. Exhibit 99.1 Darden Restaurants Completes Acquisition of Chuy’s Holdings, Inc. ORLANDO, Fla., October 11, 2024 - Darden Restaurants, Inc. (“Darden”) (NYSE:DRI) today announced that it has completed the acquisition of Chuy’s Holdings, Inc. (“Chuy’s Holdings”) in an all-cash transaction with an enterprise value of approximately $605 million. The transaction was approved by a majority of Chuy’s Holdi |
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| October 11, 2024 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: 10/11/2024 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of incorpora |
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| October 3, 2024 |
Exhibit 4.1 Execution Version DARDEN RESTAURANTS, INC. OFFICERS’ CERTIFICATE AND AUTHENTICATION ORDER FOR 4.350% SENIOR NOTES DUE 2027 4.550% SENIOR NOTES DUE 2029 October 3, 2024 Pursuant to the Indenture dated as of January 1, 1996 between Darden Restaurants, Inc. (the “Company”) and Computershare Trust Company, National Association (as successor to Wells Fargo Bank, National Association, succes |
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| October 3, 2024 |
Exhibit 1.1 DARDEN RESTAURANTS, INC. (a Florida corporation) UNDERWRITING AGREEMENT September 30, 2024 TABLE OF CONTENTS Page SECTION 1. REPRESENTATIONS AND WARRANTIES 2 (a) REPRESENTATIONS AND WARRANTIES BY THE COMPANY 2 (b) OFFICER’S CERTIFICATES 14 SECTION 2. SALE AND DELIVERY TO UNDERWRITERS; CLOSING 14 (a) NOTES 14 (b) PAYMENT 14 (c) DENOMINATIONS; REGISTRATION 15 (d) NO ADVISORY OR FIDUCIARY |
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| October 3, 2024 |
Termination of a Material Definitive Agreement, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: September 30, 2024 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of i |
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| October 1, 2024 |
Table of Contents Filed Pursuant to Rule 424(b)(2) Registration No. 333-267757 Prospectus Supplement (To Prospectus dated October 6, 2022) $750,000,000 Darden Restaurants, Inc. $400,000,000 4.350% Senior Notes due 2027 $350,000,000 4.550% Senior Notes due 2029 We are offering $400,000,000 aggregate principal amount of 4.350% senior notes due 2027 (the “2027 notes”) and $350,000,000 aggregate princ |
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| October 1, 2024 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(2) (Form Type) Darden Restaurants, Inc. |
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| September 30, 2024 |
SUBJECT TO COMPLETION PRELIMINARY PROSPECTUS SUPPLEMENT DATED SEPTEMBER 30, 2024 424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-267757 This preliminary prospectus supplement and the accompanying prospectus relate to an effective registration statement under the Securities Act of 1933, as amended. The information in this preliminary prospectus supplement is not complete and may be subject to change. This preliminary prospectus supplement and the a |
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| September 30, 2024 |
FWP 1 d877608dfwp.htm FWP Filed pursuant to Rule 433 Supplementing the Preliminary Prospectus Supplement dated September 30, 2024 to Prospectus dated October 6, 2022 Registration No. 333-267757 DARDEN RESTAURANTS, INC. FINAL TERM SHEET 4.350% Senior Notes due 2027 4.550% Senior Notes due 2029 Dated: September 30, 2024 4.350% Senior Notes due 2027 (the “2027 Notes”) 4.550% Senior Notes due 2029 (th |
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| September 27, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 Darden Restaurants, Inc. Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 1 Equity Common Stock, without par value Other 2,600,000 $ 168.35 $ 437,710,000 0.00014760 $ 64,606. |
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| September 27, 2024 |
As filed with the Securities and Exchange Commission on September 27, 2024 As filed with the Securities and Exchange Commission on September 27, 2024 Registration No. |
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| September 27, 2024 |
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 EXHIBIT 32(b) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Darden Restaurants, Inc. |
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| September 27, 2024 |
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 EXHIBIT 31(b) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Rajesh Vennam, certify that: 1. |
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| September 27, 2024 |
Exhibit 24 POWER OF ATTORNEY KNOW ALL BY THESE PRESENTS, that the undersigned constitutes and appoints Matthew R. |
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| September 27, 2024 |
Exhibit 10.1 AMENDED AND RESTATED DARDEN RESTAURANTS, INC. 2015 OMNIBUS INCENTIVE PLAN (As Amended and Restated Effective September 18, 2024) TABLE OF CONTENTS Page 1. ADOPTION; PURPOSE 1 2. DEFINITIONS 1 2.1 “Accounting Firm 1 2.2 “Affiliate 1 2.3 “Applicable Laws 1 2.4 “Award 2 2.5 “Award Agreement 2 2.6 “Beneficial Owner 2 2.7 “Board 2 2.8 “Cause 2 2.9 “Capital Stock 2 2.10 “Change in Control 2 |
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| September 27, 2024 |
Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 EXHIBIT 32(a) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Darden Restaurants, Inc. |
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| September 27, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 25, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 1-13666 Commission File Number DARD |
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| September 27, 2024 |
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 EXHIBIT 31(a) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Ricardo Cardenas, certify that: 1. |
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| September 19, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: 9/18/2024 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of incorporat |
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| September 19, 2024 |
Exhibit 99.1 Darden Restaurants Reports Fiscal 2025 First Quarter Results; Declares Quarterly Dividend; And Reiterates Fiscal 2025 Financial Outlook ORLANDO, Fla., September 19, 2024 /PRNewswire/ - Darden Restaurants, Inc. (NYSE:DRI) today reported its financial results for the first quarter ended August 25, 2024. First Quarter 2025 Financial Highlights, Comparisons Versus Same Fiscal Quarter Last |
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| September 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: September 19, 2024 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of i |
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| September 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: September 16, 2024 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of i |
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| September 18, 2024 |
Exhibit 10.1 EXECUTION VERSION AMENDMENT NO. 1 TO REVOLVING CREDIT AGREEMENT AMENDMENT NO. 1 TO REVOLVING CREDIT AGREEMENT, dated as of September 16, 2024 (this “Amendment”), is made by and among DARDEN RESTAURANTS, INC., a Florida corporation (the “Borrower”), the lenders party to the Revolving Credit Agreement referred to below (collectively, the “Consenting Lenders”) and BANK OF AMERICA, N.A., |
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| September 18, 2024 |
Exhibit 10.2 EXECUTION VERSION Published Deal CUSIP: 23719GAW8 Published Term Loan CUSIP: 23719GAX6 $600,000,000 TERM LOAN AGREEMENT Dated as of September 16, 2024 among DARDEN RESTAURANTS, INC., as Borrower, BANK OF AMERICA, N.A., as Administrative Agent, and THE LENDERS PARTY HERETO U.S. BANK NATIONAL ASSOCIATION, WELLS FARGO BANK, NATIONAL ASSOCIATION and TRUIST BANK, as Syndication Agents MIZU |
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| August 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| August 19, 2024 |
Notice of Exempt Solicitation NAME OF REGISTRANT: Darden Restaurants NAME OF PERSON RELYING ON EXEMPTION: Dominican Sisters, Grand Rapids ADDRESS OF PERSON RELYING ON EXEMPTION: 111 Lakeside Dr. |
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| August 13, 2024 |
United States Securities and Exchange Commission Washington, D.C. 20549 NOTICE OF EXEMPT SOLICITATION Pursuant to Rule 14a-103 United States Securities and Exchange Commission Washington, D.C. 20549 NOTICE OF EXEMPT SOLICITATION Pursuant to Rule 14a-103 Name of the Registrant: Darden Restaurants, Inc. Name of persons relying on exemption: The Shareholder Commons, Inc. Address of persons relying on |
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| August 9, 2024 |
DEFA14A 1 dri-20240809.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as per |
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| August 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| August 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
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| July 19, 2024 |
Darden Restaurants, Inc. Incentive Compensation Clawback Policy. EXHIBIT 97.1 RP-36: INCENTIVE COMPENSATION CLAWBACK POLICY POLICY STATEMENT The Board of Directors (the “Board”) of Darden Restaurants, Inc. (the “Company”) believes that it is in the best interests of the Company and its shareholders to create and maintain a culture that emphasizes integrity and accountability and that reinforces the Company’s pay-for-performance compensation philosophy. The Boar |
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| July 19, 2024 |
EXHIBIT 10.33 [AMENDED AND RESTATED] DARDEN RESTAURANTS, INC. 2015 OMNIBUS INCENTIVE PLAN FY 20[] NONQUALIFIED STOCK OPTION AWARD AGREEMENT This Nonqualified Stock Option Award Agreement (the “Agreement”) is between Darden Restaurants, Inc., a Florida corporation (the “Company”), and you, a person notified by the Company and identified in the Company’s records, as the recipient of a Nonqualified S |
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| July 19, 2024 |
Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. EXHIBIT 32(a) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Darden Restaurants, Inc. |
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| July 19, 2024 |
EXHIBIT 10.31 [AMENDED AND RESTATED] DARDEN RESTAURANTS, INC. 2015 OMNIBUS INCENTIVE PLAN FY 20[] PERFORMANCE STOCK UNIT AWARD AGREEMENT (United States) This Performance Stock Unit Award Agreement (the “Agreement”) is between Darden Restaurants, Inc., a Florida corporation (the “Company”), and you, a person notified by the Company, and identified in the Company’s records, as the recipient of an Aw |
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| July 19, 2024 |
EXHIBIT 10.35 RARE Hospitality International, Inc. Deferred Compensation Plan Trust GRANTOR TRUST AGREEMENT This Grantor Trust Agreement (this "Trust Agreement'') is entered into and effective May15, 2024 by and between Darden Restaurants, Inc. (the "Company") and Delaware Charter Guarantee & Trust Company, a Delaware corporation conducting business under the trade name of Principal Trust Company® |
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| July 19, 2024 |
Darden Restaurants, Inc. Insider Trading Policy EXHIBIT 19.1 RP-15: INSIDER TRADING THE NEED FOR A POLICY STATEMENT Darden Restaurants, Inc. (the “Company”) is a public company with stock listed on the New York Stock Exchange and as a result, the Company is subject to federal and state securities laws, including Rule 10b-5 under the Securities Exchange Act of 1934, as amended (“Exchange Act”), which prohibit “insider trading” in the Company’s s |
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| July 19, 2024 |
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. EXHIBIT 31(a) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Ricardo Cardenas, certify that: 1 I have reviewed this Annual Report on Form 10-K of Darden Restaurants, Inc. |
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| July 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended May 26, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-13666 DARDEN RESTAURANTS, INC. |
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| July 19, 2024 |
EXHIBIT 10.34 Darden Restaurants, Inc. Benefits Trust GRANTOR TRUST AGREEMENT This Grantor Trust Agreement (this "Trust Agreement") is entered into and effective May 15, 2024 by and between Darden Restaurants, Inc. (the "Company") and Delaware Charter Guarantee & Trust Company, a Delaware corporation conducting business under the trade name of Principal Trust Company® (the "Trustee"). Recitals (a) |
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| July 19, 2024 |
EXHIBIT 10.29 [AMENDED AND RESTATED] DARDEN RESTAURANTS, INC. 2015 OMNIBUS INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT FOR NON-EMPLOYEE DIRECTORS This Restricted Stock Unit Award Agreement (the “Agreement”) is between Darden Restaurants, Inc., a Florida corporation (the “Company”), and you, a person notified by the Company, and identified in the Company’s records, as the recipient of an A |
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| July 19, 2024 |
EXHIBIT 24 POWER OF ATTORNEY KNOW ALL BY THESE PRESENTS, that the undersigned constitutes and appoints Matthew R. |
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| July 19, 2024 |
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. EXHIBIT 31(b) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Rajesh Vennam, certify that: 1 I have reviewed this Annual Report on Form 10-K of Darden Restaurants, Inc. |
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| July 19, 2024 |
EXHIBIT 10.30 [AMENDED AND RESTATED] DARDEN RESTAURANTS, INC. 2015 OMNIBUS INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT FOR NON-EMPLOYEE DIRECTORS (QUARTERLY GRANT IN LIEU OF CASH RETAINER) This Restricted Stock Unit Award Agreement (the “Agreement”) is between Darden Restaurants, Inc., a Florida corporation (the “Company”), and you, a person notified by the Company, and identified in the |
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| July 19, 2024 |
EXHIBIT 10.32 [AMENDED AND RESTATED] DARDEN RESTAURANTS, INC. 2015 OMNIBUS INCENTIVE PLAN FY 20[] RESTRICTED STOCK UNIT AWARD AGREEMENT (United States) This Restricted Stock Unit Award Agreement (the “Agreement”) is between Darden Restaurants, Inc., a Florida corporation (the “Company”), and you, a person notified by the Company, and identified in the Company’s records, as the recipient of an Awar |
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| July 19, 2024 |
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. EXHIBIT 32(b) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Darden Restaurants, Inc. |
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| July 19, 2024 |
EXHIBIT 10.36 FIRST AMENDMENT TO THE DARDEN RESTAURANTS, INC. FLEXCOMP PLAN (AS AMENDED AND RESTATED EFFECTIVE JUNE 1, 2021) WHEREAS, Darden Restaurants, Inc. (the "Company") maintains the Darden Restaurants, Inc. FlexComp Plan (As Amended and Restated Effective June 1, 2021) (the "Plan"); WHEREAS, amendment of the Plan is now considered desirable to fully align the definition of "Change in Contro |
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| July 19, 2024 |
Subsidiaries of Darden Restaurants, Inc. EXHIBIT 21 SUBSIDIARIES OF DARDEN RESTAURANTS, INC. As of May 26, 2024, we had six “significant subsidiaries”, as defined in Regulation S-X, Rule 1-02(w), identified as follows: 1.GMRI, Inc., a Florida corporation, doing business as Olive Garden, Bahama Breeze and Seasons 52 2.N and D Restaurants, LLC, a Florida limited liability company, doing business as Olive Garden 3.Olive Garden of Texas, LLC |
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| July 17, 2024 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among DARDEN RESTAURANTS, INC., CHEETAH MERGER SUB INC. and CHUY’S HOLDINGS, INC. July 17, 2024 TABLE OF CONTENTS ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions 1 Section 1.02 Other Definitional and Interpretative Provisions 14 ARTICLE 2 THE MERGER 15 Section 2.01 The Closing 15 Section 2.02 The Merger 15 Section 2.03 Conversion of Shares 16 Sectio |
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| July 17, 2024 |
Darden Restaurants to Acquire Chuy’s Holdings, Inc. in Approximately $605 Million Transaction Exhibit 99.1 Darden Restaurants to Acquire Chuy’s Holdings, Inc. in Approximately $605 Million Transaction ORLANDO, Fla. and AUSTIN, Texas (July 17, 2024) - Darden Restaurants, Inc. (“Darden”) (NYSE:DRI) and Chuy’s Holdings, Inc. (“Chuy’s”) (Nasdaq: CHUY), jointly announced today that they have entered into a definitive agreement pursuant to which Darden will acquire all of the outstanding shares |
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| July 17, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: July 17, 2024 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of incorp |
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| June 20, 2024 |
Exhibit 3.1 BYLAWS of DARDEN RESTAURANTS, INC. As Amended through June 18, 2024 TABLE OF CONTENTS ARTICLE I SHAREHOLDERS SECTION 1............ Place of Holding Meeting............................................................................................. 1 SECTION 2............ Quorum............................................................................................................. |
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| June 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: June 18, 2024 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of incorp |
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| June 20, 2024 |
Exhibit 99.1 Darden Restaurants Reports Fiscal 2024 Fourth Quarter and Full Year Results; Increases Quarterly Dividend; And Provides Fiscal 2025 Outlook ORLANDO, Fla., June 20, 2024 /PRNewswire/ - Darden Restaurants, Inc. (NYSE:DRI) today reported its financial results for the fourth quarter and fiscal year ended May 26, 2024. Fourth Quarter 2024 Financial Highlights •Total sales increased 6.8% to |
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| April 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: April 2, 2024 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of incorp |
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| April 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 25, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 1-13666 Commission File Number DA |
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| April 2, 2024 |
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 EXHIBIT 31(b) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Rajesh Vennam, certify that: 1. |
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| April 2, 2024 |
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 EXHIBIT 31(a) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Ricardo Cardenas, certify that: 1. |
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| April 2, 2024 |
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 EXHIBIT 32(b) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Darden Restaurants, Inc. |
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| April 2, 2024 |
Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 EXHIBIT 32(a) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Darden Restaurants, Inc. |
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| March 21, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: March 21, 2024 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of incor |
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| March 21, 2024 |
Exhibit 99.1 Darden Restaurants Reports Fiscal 2024 Third Quarter Results; Declares Quarterly Dividend; Authorizes New $1 Billion Share Repurchase Program; And Updates Fiscal 2024 Financial Outlook ORLANDO, Fla., March 21, 2024 /PRNewswire/ - Darden Restaurants, Inc. (NYSE:DRI) today reported its financial results for the third quarter ended February 25, 2024. Third Quarter 2024 Financial Highligh |
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| February 13, 2024 |
DRI / Darden Restaurants, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv0730-dardenrestaurantsinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 14)* Name of issuer: Darden Restaurants Inc Title of Class of Securities: Common Stock CUSIP Number: 237194105 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to |
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| February 9, 2024 |
DRI / Darden Restaurants, Inc. / Capital World Investors - SEC SCHEDULE 13G Passive Investment SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4 )* Darden Restaurants, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 237194105 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate b |
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| February 9, 2024 |
SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4 )* Darden Restaurants, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 237194105 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate b |
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| January 3, 2024 |
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 EXHIBIT 31(a) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Ricardo Cardenas, certify that: 1. |
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| January 3, 2024 |
Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 EXHIBIT 32(a) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Darden Restaurants, Inc. |
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| January 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 26, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 1-13666 Commission File Number DA |
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| January 3, 2024 |
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 EXHIBIT 32(b) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Darden Restaurants, Inc. |
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| January 3, 2024 |
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 EXHIBIT 31(b) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Rajesh Vennam, certify that: 1. |
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| December 15, 2023 |
Exhibit 99.1 Darden Restaurants Reports Fiscal 2024 Second Quarter Results; Declares Quarterly Dividend; And Updates Fiscal 2024 Financial Outlook ORLANDO, Fla., December 15, 2023 /PRNewswire/ - Darden Restaurants, Inc. (NYSE:DRI) today reported its financial results for the second quarter ended November 26, 2023. Second Quarter 2024 Financial Highlights, Comparisons Versus Same Fiscal Quarter Las |
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| December 15, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: December 15, 2023 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of in |
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| October 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: October 23, 2023 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of inc |
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| October 24, 2023 |
Exhibit 10.1 Execution Version Published CUSIP Numbers: Deal CUSIP: 23719GAU2 Revolver Facility CUSIP: 23719GAV0 $1,250,000,000 REVOLVING CREDIT AGREEMENT Dated as of October 23, 2023 among DARDEN RESTAURANTS, INC., as Borrower, BANK OF AMERICA, N.A., as Administrative Agent, and THE LENDERS PARTY HERETO WELLS FARGO BANK, NATIONAL ASSOCIATION, U.S. BANK NATIONAL ASSOCIATION, and TRUIST BANK, as Sy |
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| October 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. [NO FEE REQUIRED]. For the fiscal year ended April 30, 2023. OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 19 |
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| October 10, 2023 |
Exhibit 4.1 SECOND SUPPLEMENTAL INDENTURE THIS SECOND SUPPLEMENTAL INDENTURE dated as of October 4, 2023 (this “Second Supplemental Indenture”), is by and among DARDEN RESTAURANTS, INC., a Florida corporation (the “Company”), COMPUTERSHARE TRUST COMPANY, N.A., as successor in interest to WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (the “Base Trustee”), and U.S. BANK TRUS |
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| October 10, 2023 |
Exhibit 4.2 Execution Version DARDEN RESTAURANTS, INC. OFFICERS’ CERTIFICATE AND AUTHENTICATION ORDER FOR 6.300% SENIOR NOTES DUE 2033 October 10, 2023 Pursuant to the Indenture dated as of January 1, 1996 between Darden Restaurants, Inc. (the “Company”) and Computershare Trust Company, National Association (as successor to Wells Fargo Bank, National Association, successor to Wells Fargo Bank Minn |
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| October 10, 2023 |
Termination of a Material Definitive Agreement, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: October 4, 2023 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of inco |
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| October 10, 2023 |
Exhibit 1.1 DARDEN RESTAURANTS, INC. (a Florida corporation) UNDERWRITING AGREEMENT October 4, 2023 TABLE OF CONTENTS Page SECTION 1. REPRESENTATIONS AND WARRANTIES 2 (a) REPRESENTATIONS AND WARRANTIES BY THE COMPANY 2 (b) OFFICER’S CERTIFICATES 14 SECTION 2. SALE AND DELIVERY TO UNDERWRITERS; CLOSING 14 (a) NOTES 14 (b) PAYMENT 14 (c) DENOMINATIONS; REGISTRATION 15 (d) NO ADVISORY O |
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| October 5, 2023 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(2) (Form Type) Darden Restaurants, Inc. |
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| October 5, 2023 |
$500,000,000 Darden Restaurants, Inc. 6.300% Senior Notes due 2033 Table of Contents Filed Pursuant to Rule 424(b)(2) Registration No. 333-267757 Prospectus Supplement (To Prospectus dated October 6, 2022) $500,000,000 Darden Restaurants, Inc. 6.300% Senior Notes due 2033 We are offering $500 million aggregate principal amount of 6.300% senior notes due 2033. The notes will mature on October 10, 2033. Interest on the notes will be paid semi-annually in arrears on |
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| October 4, 2023 |
Filed pursuant to Rule 433 Supplementing the Preliminary Prospectus Supplement dated October 4, 2023 to Prospectus dated October 6, 2022 Registration No. |
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| October 4, 2023 |
SUBJECT TO COMPLETION DATED OCTOBER 4, 2023 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-267757 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities, and are not soliciting an offer to buy these securities, in any jurisdiction where the offer or sale is not permi |
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| September 29, 2023 |
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 EXHIBIT 31(b) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Rajesh Vennam, certify that: 1. |
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| September 29, 2023 |
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 EXHIBIT 31(a) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Ricardo Cardenas, certify that: 1. |
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| September 29, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 27, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 1-13666 Commission File Number DARD |
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| September 29, 2023 |
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 EXHIBIT 32(b) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Darden Restaurants, Inc. |
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| September 29, 2023 |
Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 EXHIBIT 32(a) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Darden Restaurants, Inc. |
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| September 21, 2023 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: 9/20/2023 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of incorporat |
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| September 21, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: September 20, 2023 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of i |
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| September 21, 2023 |
Exhibit 99.1 Darden Restaurants Reports Fiscal 2024 First Quarter Results; Declares Quarterly Dividend; Reiterates Fiscal 2024 Outlook; And Announces Election of New Board Chair ORLANDO, Fla., September 21, 2023 /PRNewswire/ - Darden Restaurants, Inc. (NYSE:DRI) today reported its financial results for the first quarter ended August 27, 2023. First Quarter 2024 Financial Highlights, Comparisons Ve |
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| August 7, 2023 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| August 7, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14 |
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| July 21, 2023 |
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. EXHIBIT 31(b) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Rajesh Vennam, certify that: 1 I have reviewed this Annual Report on Form 10-K of Darden Restaurants, Inc. |
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| July 21, 2023 |
EXHIBIT 24 POWER OF ATTORNEY KNOW ALL BY THESE PRESENTS, that the undersigned constitutes and appoints Matthew R. |
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| July 21, 2023 |
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. EXHIBIT 32(b) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Darden Restaurants, Inc. |
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| July 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended May 28, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-13666 DARDEN RESTAURANTS, INC. |
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| July 21, 2023 |
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. EXHIBIT 31(a) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Ricardo Cardenas, certify that: 1 I have reviewed this Annual Report on Form 10-K of Darden Restaurants, Inc. |
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| July 21, 2023 |
Subsidiaries of Darden Restaurants, Inc. EXHIBIT 21 SUBSIDIARIES OF DARDEN RESTAURANTS, INC. As of May 28, 2023, we had eight “significant subsidiaries”, as defined in Regulation S-X, Rule 1-02(w), identified as follows: 1.Capital Grille Holdings, Inc., a North Carolina corporation, doing business as The Capital Grille 2.Cheddar’s Casual Cafe, Inc., a Delaware corporation, doing business as Cheddar’s Scratch Kitchen 3.Cheddar’s Restauran |
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| July 21, 2023 |
Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. EXHIBIT 32(a) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Darden Restaurants, Inc. |
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| June 22, 2023 |
Darden Restaurants, Inc. Announces Retirement of Board Chairman Exhibit 99.2 Darden Restaurants, Inc. Announces Retirement of Board Chairman ORLANDO, Fla., (June 22, 2023) – Darden Restaurants, Inc. (NYSE: DRI) (“Darden” and “the Company”) and Eugene I. Lee, Jr., Chairman of the Board of Directors of the Company, today announced that Mr. Lee has decided not to stand for reelection at the Company’s 2023 Annual Meeting. Following the annual meeting, the Board wi |
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| June 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: June 20, 2023 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of incorp |
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| June 22, 2023 |
Exhibit 99.1 Darden Restaurants Reports Fiscal 2023 Fourth Quarter and Full Year Results; Increases Quarterly Dividend; And Provides Fiscal 2024 Outlook ORLANDO, Fla., June 22, 2023 /PRNewswire/ - Darden Restaurants, Inc. (NYSE:DRI) today reported its financial results for the fourth quarter and fiscal year ended May 28, 2023. Fourth Quarter 2023 Financial Highlights •Total sales increased 6.4% to |
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| June 14, 2023 |
Press Release issued by Parent on June 14, 2023. EX-99.(a)(5)(K) Exhibit (a)(5)(K) Darden Restaurants Completes Acquisition of Ruth’s Hospitality Group ORLANDO, Fla., (June 14, 2023) - Darden Restaurants, Inc. (“Darden”) (NYSE:DRI), announced today that it has completed its acquisition of Ruth’s Hospitality Group, Inc. (“Ruth’s”). The Ruth’s Chris Steak House brand now joins and complements Darden’s portfolio of differentiated brands that includ |
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| June 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: June 14, 2023 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of incorp |
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| June 14, 2023 |
SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 RUTH’S HOSPITALITY GROUP, INC. (Name of Subject Company (issuer)) RUBY ACQUISITION CORPORATION (Offeror) an indirect, wholly owned subsidiary of DARDEN RESTAURANTS, INC. (Parent of Offeror) (Names of Filing Pe |
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| June 14, 2023 |
Darden Restaurants Completes Acquisition of Ruth’s Hospitality Group EX-99.1 Exhibit 99.1 Darden Restaurants Completes Acquisition of Ruth’s Hospitality Group ORLANDO, Fla., (June 14, 2023) - Darden Restaurants, Inc. (“Darden”) (NYSE:DRI), announced today that it has completed its acquisition of Ruth’s Hospitality Group, Inc. (“Ruth’s”). The Ruth’s Chris Steak House brand now joins and complements Darden’s portfolio of differentiated brands that include Olive Garde |
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| June 1, 2023 |
EX-10.1 2 a101darden-amendmentno1tor.htm EX-10.1 Exhibit 10.1 Execution Version AMENDMENT NO. 1 TO THE REVOLVING CREDIT AGREEMENT Dated as of May 31, 2023 AMENDMENT NO. 1 TO THE REVOLVING CREDIT AGREEMENT (this “Amendment”) by and among DARDEN RESTAURANTS, INC., a Florida corporation (the “Borrower”), the financial institutions party hereto (collectively, the “Lenders”), and BANK OF AMERICA, N.A., |
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| June 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: May 31, 2023 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of incorpo |
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| June 1, 2023 |
Exhibit 10.2 Execution Version Published CUSIP Number: 23719GAS7 $600,000,000 TERM LOAN AGREEMENT Dated as of May 31, 2023 among DARDEN RESTAURANTS, INC., as Borrower, BANK OF AMERICA, N.A., as Administrative Agent, and THE LENDERS PARTY HERETO U.S. BANK NATIONAL ASSOCIATION, WELLS FARGO BANK, NATIONAL ASSOCIATION and TRUIST BANK, as Syndication Agents MIZUHO BANK, LTD. and TD BANK, N.A., as Docum |
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| May 31, 2023 |
SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 RUTH’S HOSPITALITY GROUP, INC. (Name of Subject Company (issuer)) RUBY ACQUISITION CORPORATION (Offeror) an indirect, wholly owned subsidiary of DARDEN RESTAURANTS, INC. (Parent of Offeror) (Names of Filing Pe |
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| May 16, 2023 |
EX-FILING FEES Exhibit 107 CALCULATION OF FILING FEE TABLES Schedule TO (Form Type) RUTH’S HOSPITALITY GROUP, INC. |
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| May 16, 2023 |
Form of Summary Advertisement, as published in The Wall Street Journal on May 16, 2023. Exhibit (a)(1)(F) Exhibit (a)(1)(F) This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below). |
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| May 16, 2023 |
Form of Letter of Transmittal. Exhibit (a)(1)(B) Exhibit (a)(1)(B) LETTER OF TRANSMITTAL To Tender Shares of Common Stock of RUTH’S HOSPITALITY GROUP, INC. |
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| May 16, 2023 |
Confidentiality Agreement, dated March 8, 2023, by and between the Company and Parent. Exhibit (d)(2) Exhibit (d)(2) CONFIDENTIALITY AGREEMENT March 8, 2023 In connection with a possible negotiated transaction (the “Transaction”) between Ruth’s Hospitality Group, Inc. |
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| May 16, 2023 |
Exhibit (a)(1)(E) Exhibit (a)(1)(E) Offer To Purchase All Outstanding Shares of Common Stock of RUTH’S HOSPITALITY GROUP, INC. |
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| May 16, 2023 |
Form of Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees. Exhibit (a)(1)(D) Exhibit (a)(1)(D) Offer To Purchase All Outstanding Shares of Common Stock of RUTH’S HOSPITALITY GROUP, INC. |
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| May 16, 2023 |
Offer to Purchase, dated May 16, 2023. Exhibit (a)(1)(A) Exhibit (a)(1)(A) Offer to Purchase for Cash Any and All Issued and Outstanding Shares of Common Stock of RUTH’S HOSPITALITY GROUP, INC. |
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| May 16, 2023 |
SC TO-T UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 RUTH’S HOSPITALITY GROUP, INC. (Name of Subject Company (issuer)) RUBY ACQUISITION CORPORATION (Offeror) an indirect, wholly owned subsidiary of DARDEN RESTAURANTS, INC. (Parent of Offeror) (Names of Filing Pers |
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| May 16, 2023 |
Form of Notice of Guaranteed Delivery. Exhibit (a)(1)(C) Exhibit (a)(1)(C) NOTICE OF GUARANTEED DELIVERY For Tender of Shares of Common Stock of RUTH’S HOSPITALITY GROUP, INC. |
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| May 4, 2023 |
Investor Presentation by Parent and the Company, dated as of May 4, 2023. EX-99.1 Ruth’s Hospitality Group Acquisition May 4, 2023 Exhibit 99.1 Disclaimer/Non-GAAP information IMPORTANT NOTICE The following slides are part of a presentation by Darden Restaurants, Inc. (“Darden”), and Ruth’s Hospitality Group, Inc. (“Ruth’s”), and are intended to be viewed as part of that presentation (the "Presentation"). No representation is made that the Presentation is a complete des |
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| May 4, 2023 |
SC TO-C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 RUTH’S HOSPITALITY GROUP, INC. (Name of Subject Company (issuer)) RUBY ACQUISITION CORPORATION (Offeror) a wholly-owned subsidiary of DARDEN RESTAURANTS, INC. (Parent of Offeror) (Names of Filing Persons (identi |
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| May 4, 2023 |
Transcript of Investor Presentation by Parent and the Company, dated as of May 4, 2023. EX-99.2 Exhibit 99.2 Darden Restaurants and Ruth’s Hospitality Group Conference Call Transcript Evercall Moderator Thank you for standing by. Welcome to the Darden Restaurants and Ruth’s Chris Hospitality Group Conference Call. At this time, all participants are in listen only mode until the question and answer session at which point you’ll have an opportunity to join the queue by pressing *1 on y |
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| May 3, 2023 |
SC TO-C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: May 2, 2023 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of |
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| May 3, 2023 |
Leader Talking Points prepared for Parent Team Members, dated May 3, 2023. EX-99.3 Exhibit 99.3 Leader Talking Points on Acquisition of Ruth’s Hospitality Group Darden Team Members • Ruth’s Chris Steak House is one of the strongest and most differentiated brands in fine dining, and will be an excellent addition to the portfolio • While this is exciting, the single most important thing you can do now is to remain focused on your job: • Running great restaurants and delive |
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| May 3, 2023 |
EX-99.2 Exhibit 99.2 Message from Rick on Acquisition of Ruth’s Hospitality Group Darden Team Members FOR INTERNAL USE ONLY; DO NOT DISTRIBUTE Hello everyone, This morning we announced an agreement to acquire Ruth’s Hospitality Group [RELEASE LINK]. I have been a fan of Ruth’s for a long time, and have believed for quite a while that they’d make a great addition to the Darden family of brands. If |
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| May 3, 2023 |
Darden Restaurants to Acquire Ruth’s Hospitality Group in $715 Million Transaction EX-99.1 Exhibit 99.1 Darden Restaurants to Acquire Ruth’s Hospitality Group in $715 Million Transaction ORLANDO, Fla., (May 3, 2023) - Darden Restaurants, Inc. (“Darden”) (NYSE:DRI) and Ruth’s Hospitality Group, Inc. (“Ruth’s”) (Nasdaq: RUTH), jointly announced today that they have entered into a definitive merger agreement pursuant to which Darden will commence a tender offer to acquire all of th |
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| May 3, 2023 |
EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among DARDEN RESTAURANTS, INC., RUBY ACQUISITION CORPORATION and RUTH’S HOSPITALITY GROUP, INC. Dated as of May 2, 2023 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS & INTERPRETATIONS 2 1.1 Certain Definitions 2 1.2 Index of Additional Defined Terms 17 1.3 Certain Interpretations 19 ARTICLE II THE OFFER AND THE MERGER 20 2.1 The Offer 20 2.2 Th |
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| May 3, 2023 |
Acquisition FAQs prepared for Parent Team Members, dated May 3, 2023. EX-99.4 Exhibit 99.4 Ruth’s Chris Acquisition FAQs Darden Team Members Q: What did Darden announce today? A: That we have entered into a definitive merger agreement to acquire all of the outstanding shares of Ruth’s Hospitality Group, the owner of Ruth’s Chris Steak House, for $21.50 per share, in an all-cash transaction with an equity value of approximately $715 million. Q: What is Ruth’s Chris? |
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| May 3, 2023 |
SC TO-C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 RUTH’S HOSPITALITY GROUP, INC. (Name of Subject Company (issuer)) RUBY ACQUISITION CORPORATION (Offeror) a wholly-owned subsidiary of DARDEN RESTAURANTS, INC. (Parent of Offeror) (Names of Filing Persons (identi |
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| May 3, 2023 |
EX-99.7 Exhibit 99.7 Messages from Cheryl & Rick: Darden Acquisition Home Office A Message from Cheryl Henry Moments ago, we announced that Darden Restaurants has entered into an agreement to acquire Ruth’s Hospitality Group. This is an exciting opportunity, and I am greatly optimistic about what this means for the future of our beloved brand. I want you to know our Board of Directors unanimously |
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| May 3, 2023 |
EX-99.6 Exhibit 99.6 Message from Cheryl & Rick: Darden Acquisition Franchisees To Our Franchise Partners: Moments ago, we announced that Darden Restaurants has entered into an agreement to acquire Ruth’s Chris Steak House. This is an exciting opportunity, and I am greatly optimistic about what this means for the future of our beloved brand. I want you to know our Board of Directors unanimously ap |
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| May 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: May 2, 2023 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of incorpor |
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| May 3, 2023 |
Second Joint Press Release, dated May 3, 2023. EX-99.1 Exhibit 99.1 Darden Restaurants and Ruth’s Hospitality Group Provide Updated Call Information for Thursday, May 4, 2023 Conference Call. ORLANDO, Fla., May 3, 2023/PRNewswire/ — Darden Restaurants, Inc. (“Darden”) (NYSE:DRI) and Ruth’s Hospitality Group, Inc. (“Ruth’s”) (Nasdaq:RUTH) announced earlier today that they have entered into a definitive merger agreement pursuant to which Darden |
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| May 3, 2023 |
EX-99.5 Exhibit 99.5 Message from Cheryl & Rick: Darden Acquisition Company-Owned Operators A Message from Cheryl Henry Moments ago, we announced that Darden Restaurants has entered into an agreement to acquire Ruth’s Chris Steak House. This is an exciting opportunity, and I am greatly optimistic about what this means for the future of our beloved brand. I want you to know our Board of Directors u |
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| April 4, 2023 |
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 EXHIBIT 32(b) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Darden Restaurants, Inc. |
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| April 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 26, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 1-13666 Commission File Number DA |
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| April 4, 2023 |
Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 EXHIBIT 32(a) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Darden Restaurants, Inc. |
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| April 4, 2023 |
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 EXHIBIT 31(b) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Rajesh Vennam, certify that: 1. |
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| April 4, 2023 |
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 EXHIBIT 31(a) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Ricardo Cardenas, certify that: 1. |
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| March 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: March 23, 2023 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of incor |
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| March 23, 2023 |
Exhibit 99.1 Darden Restaurants Reports Fiscal 2023 Third Quarter Results; Declares Quarterly Dividend; And Updates Fiscal 2023 Financial Outlook ORLANDO, Fla., March 23, 2023 /PRNewswire/ - Darden Restaurants, Inc. (NYSE:DRI) today reported its financial results for the third quarter ended February 26, 2023. Third Quarter 2023 Financial Highlights •Total sales increased 13.8% to $2.8 billion driv |
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| February 13, 2023 |
DRI / Darden Restaurants, Inc. / Capital World Investors - SEC SCHEDULE 13G Passive Investment SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3 )* Darden Restaurants, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 237194105 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate b |
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| February 13, 2023 |
SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3 )* Darden Restaurants, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 237194105 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate b |
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| February 9, 2023 |
DRI / Darden Restaurants, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv0708-dardenrestaurantsinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 13)* Name of issuer: Darden Restaurants Inc. Title of Class of Securities: Common Stock CUSIP Number: 237194105 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to |
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| January 4, 2023 |
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 EXHIBIT 31(b) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Rajesh Vennam, certify that: 1. |
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| January 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 27, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 1-13666 Commission File Number DA |
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| January 4, 2023 |
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 EXHIBIT 32(b) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Darden Restaurants, Inc. |
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| January 4, 2023 |
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 EXHIBIT 31(a) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Ricardo Cardenas, certify that: 1. |
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| January 4, 2023 |
Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 EXHIBIT 32(a) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Darden Restaurants, Inc. |
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| December 16, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: December 16, 2022 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of in |
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| December 16, 2022 |
Exhibit 99.1 Darden Restaurants Reports Fiscal 2023 Second Quarter Results; Declares Quarterly Dividend; And Updates Fiscal 2023 Financial Outlook ORLANDO, Fla., December 16, 2022 /PRNewswire/ - Darden Restaurants, Inc. (NYSE:DRI) today reported its financial results for the second quarter ended November 27, 2022. Second Quarter 2023 Financial Highlights •Total sales increased 9.4% to $2.49 billio |
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| October 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. [NO FEE REQUIRED]. For the fiscal year ended April 30, 2022. OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 19 |
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| October 6, 2022 |
Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) [] COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of trustee as specified in its charter) |
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| October 6, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3ASR (Form Type) DARDEN RESTAURANTS, INC. |
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| October 6, 2022 |
As filed with the Securities and Exchange Commission on October 6, 2022 As filed with the Securities and Exchange Commission on October 6, 2022 Registration No. |
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| October 6, 2022 |
EX-24.1 6 exhibit241s-32022.htm EX-24.1 Exhibit 24.1 POWER OF ATTORNEY KNOW ALL BY THESE PRESENTS, that the undersigned constitutes and appoints Matthew R. Broad, Anthony G. Morrow and Jessica P. Lange, and each of them, his or her true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for and in his or her name, place and stead, in any and all capacities |
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| October 4, 2022 |
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 EXHIBIT 31(b) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Rajesh Vennam, certify that: 1. |
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| October 4, 2022 |
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 EXHIBIT 31(a) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Ricardo Cardenas, certify that: 1. |
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| October 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 28, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 1-13666 Commission File Number DARD |
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| October 4, 2022 |
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 EXHIBIT 32(b) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Darden Restaurants, Inc. |
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| October 4, 2022 |
Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 EXHIBIT 32(a) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Darden Restaurants, Inc. |
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| September 22, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: September 22, 2022 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of i |
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| September 22, 2022 |
Exhibit 99.1 Darden Restaurants Reports Fiscal 2023 First Quarter Results; Declares Quarterly Dividend; And Reiterates Fiscal 2023 Financial Outlook ORLANDO, Fla., September 22, 2022 /PRNewswire/ - Darden Restaurants, Inc. (NYSE:DRI) today reported its financial results for the first quarter ended August 28, 2022. First Quarter 2023 Financial Highlights ?Total sales increased 6.1% to $2.4 billion |
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| September 22, 2022 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: September 21, 2022 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of i |
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| August 8, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14 |
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| August 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin |
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| July 22, 2022 |
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. EXHIBIT 31(a) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Ricardo Cardenas, certify that: 1 I have reviewed this Annual Report on Form 10-K of Darden Restaurants, Inc. |
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| July 22, 2022 |
EXHIBIT 10.41 DARDEN RESTAURANTS, INC. 2015 OMNIBUS INCENTIVE PLAN FY 20[] RESTRICTED STOCK UNIT AWARD AGREEMENT (United States) This Restricted Stock Unit Award Agreement (the ?Agreement?) is between Darden Restaurants, Inc., a Florida corporation (the ?Company? or ?Corporation?), and you, a person notified by the Company, and identified in the Company?s records, as the recipient of an Award of R |
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| July 22, 2022 |
EXHIBIT 24 POWER OF ATTORNEY KNOW ALL BY THESE PRESENTS, that the undersigned constitutes and appoints Matthew R. |
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| July 22, 2022 |
Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. EXHIBIT 32(a) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Darden Restaurants, Inc. |
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| July 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended May 29, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-13666 DARDEN RESTAURANTS, INC. |
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| July 22, 2022 |
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. EXHIBIT 32(b) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Darden Restaurants, Inc. |
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| July 22, 2022 |
EXHIBIT 10.39 DARDEN RESTAURANTS, INC. FLEXCOMP PLAN (As Amended and Restated Effective June 1, 2021) DMUS 79505285-5.041674.0015 DARDEN RESTAURANTS, INC. FLEXCOMP PLAN ARTICLE I INTRODUCTION Section 1.1 Purpose of Plan. Darden Restaurants, Inc. adopted the Darden Restaurants, Inc. FlexComp Plan (the ?Plan?) for a select group of key management and highly compensated employees of the Company as a |
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| July 22, 2022 |
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. EXHIBIT 31(b) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Rajesh Vennam, certify that: 1 I have reviewed this Annual Report on Form 10-K of Darden Restaurants, Inc. |
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| July 22, 2022 |
Subsidiaries of Darden Restaurants, Inc. EXHIBIT 21 SUBSIDIARIES OF DARDEN RESTAURANTS, INC. As of May 29, 2022, we had seven ?significant subsidiaries?, as defined in Regulation S-X, Rule 1-02(w), identified as follows: 1.Cheddar?s Casual Cafe, Inc., a Delaware corporation, doing business as Cheddar?s Scratch Kitchen 2.Cheddar?s Restaurant Holding Corp., a Delaware corporation 3.GMRI, Inc., a Florida corporation, doing business as Olive |
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| June 23, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: June 23, 2022 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of incorp |
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| June 23, 2022 |
Exhibit 99.1 Darden Restaurants Reports Fiscal 2022 Fourth Quarter and Full Year Results; Increases Quarterly Dividend; Authorizes New $1 Billion Share Repurchase Program; And Provides Fiscal 2023 Outlook ORLANDO, Fla., June 23, 2022 /PRNewswire/ - Darden Restaurants, Inc. (NYSE:DRI) today reported its financial results for the fourth quarter and fiscal year ended May 29, 2022. Fourth Quarter 2022 |
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| April 5, 2022 |
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 EXHIBIT 31(a) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Eugene I. |
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| April 5, 2022 |
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 EXHIBIT 31(b) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Rajesh Vennam, certify that: 1. |
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| April 5, 2022 |
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 EXHIBIT 32(b) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Darden Restaurants, Inc. |
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| April 5, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 27, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 1-13666 Commission File Number DA |
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| April 5, 2022 |
Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 EXHIBIT 32(a) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Darden Restaurants, Inc. |
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| March 24, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: March 23, 2022 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of incor |
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| March 24, 2022 |
EXHIBIT 99.1 Darden Restaurants Reports Fiscal 2022 Third Quarter Results; Declares Quarterly Dividend; And Updates Fiscal 2022 Outlook ORLANDO, Fla., March 24, 2022 /PRNewswire/ - Darden Restaurants, Inc., (NYSE:DRI) today reported its financial results for the third quarter ended February 27, 2022. Third Quarter 2022 Financial Highlights ?Total sales increased 41.3% from last year to $2.45 billi |
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| March 22, 2022 |
Darden Restaurants, Inc. Welcomes Juliana Chugg to Its Board of Directors Darden Restaurants, Inc. Welcomes Juliana Chugg to Its Board of Directors ORLANDO, Fla. (March 22, 2022) ? Today, Darden Restaurants, Inc. (NYSE: DRI) announces that the Board of Directors has appointed Juliana Chugg as its newest member, effective immediately. With her appointment, the Company increased the size of the Board from eight to nine members. ?Juliana?s vast expertise in brand-building, |
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| March 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: March 22, 2022 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of incor |
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| February 11, 2022 |
DRI / Darden Restaurants, Inc. / Capital World Investors - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* Darden Restaurants, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 237194105 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which th |
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| February 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* Darden Restaurants, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 237194105 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which th |
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| February 9, 2022 |
DRI / Darden Restaurants, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 12)* Name of issuer: Darden Restaurants Inc. Title of Class of Securities: Common Stock CUSIP Number: 237194105 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is fil |
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| January 5, 2022 |
Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 EXHIBIT 32(a) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Darden Restaurants, Inc. |
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| January 5, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 28, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 1-13666 Commission File Number DA |
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| January 5, 2022 |
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 EXHIBIT 31(a) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Eugene I. |
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| January 5, 2022 |
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 EXHIBIT 32(b) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Darden Restaurants, Inc. |
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| January 5, 2022 |
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 EXHIBIT 31(b) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Rajesh Vennam, certify that: 1. |
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| December 17, 2021 |
EXHIBIT 99.1 Darden Restaurants Reports Fiscal 2022 Second Quarter Results; Declares Quarterly Dividend; And Updates Fiscal 2022 Outlook ORLANDO, Fla., December 17, 2021 /PRNewswire/ - Darden Restaurants, Inc., (NYSE:DRI) today reported its financial results for the second quarter ended November 28, 2021. Second Quarter 2022 Financial Highlights ?Total sales increased 37% from last year to $2.27 b |
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| December 17, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: December 17, 2021 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of in |
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| December 17, 2021 |
Darden Restaurants Announces Upcoming CEO Transition CEO Eugene I. Lee, Jr. to Retire; Board Elects Ricardo Cardenas as Successor; Lee to Continue as Executive Chairman ORLANDO, Fla., December 17, 2021 /PRNewswire/ ? Darden Restaurants, Inc. (NYSE:DRI) announced today that Eugene (Gene) I. Lee, Jr., Chairman and Chief Executive Officer, will retire as CEO effective May 29, 2022. Lee, 60, will cont |
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| December 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: December 15, 2021 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of in |
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| October 21, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. [NO FEE REQUIRED]. For the fiscal year ended April 30, 2021. OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 19 |
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| October 5, 2021 |
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 EXHIBIT 32(b) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Darden Restaurants, Inc. |
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| October 5, 2021 |
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 EXHIBIT 31(a) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Eugene I. |
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| October 5, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 29, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 1-13666 Commission File Number DARD |
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| October 5, 2021 |
Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 EXHIBIT 32(a) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Darden Restaurants, Inc. |
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| October 5, 2021 |
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 EXHIBIT 31(b) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Rajesh Vennam, certify that: 1. |
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| October 1, 2021 |
Exhibit 24 POWER OF ATTORNEY KNOW ALL BY THESE PRESENTS, that the undersigned constitutes and appoints Matthew R. |
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| October 1, 2021 |
As filed with the Securities and Exchange Commission on October 1, 2021 As filed with the Securities and Exchange Commission on October 1, 2021 Registration No. |
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| September 23, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: September 23, 2021 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of i |
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| September 23, 2021 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: September 22, 2021 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of i |
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| September 23, 2021 |
EXHIBIT 99.1 Darden Restaurants Reports Fiscal 2022 First Quarter Results; Declares Quarterly Dividend; Announces Additional $750 Million Share Repurchase Authorization; And Increases Fiscal 2022 Outlook ORLANDO, Fla., September 23, 2021 /PRNewswire/ - Darden Restaurants, Inc., (NYSE:DRI) today reported its financial results for the first quarter ended August 29, 2021. First Quarter 2022 Financial |
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| September 13, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: September 10, 2021 (Date of earliest event reported) DARDEN RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Commission File Number: 1-13666 Florida 59-3305930 (State or other jurisdiction of i |
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| September 13, 2021 |
Exhibit 10.1 EXECUTION COPY Published CUSIP Numbers: Deal CUSIP: 23719GAQ1 Revolver Facility CUSIP: 23719GAR9 $1,000,000,000 CREDIT AGREEMENT Dated as of September 10, 2021 among DARDEN RESTAURANTS, INC., as Borrower, BANK OF AMERICA, N.A., as Administrative Agent, and THE LENDERS PARTY HERETO WELLS FARGO BANK, NATIONAL ASSOCIATION, and U.S. BANK NATIONAL ASSOCIATION, as Syndication Agents TRUIST |
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| August 23, 2021 |
DEFA14A 1 a2021defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as per |
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| August 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Darden Restaurants, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 237194105 (CUSIP Number) July 30, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this S |
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| August 9, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin |
