Bloomin' Brands, Inc. — Director's Dealing 2015

Mar 6, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Bloomin' Brands, Inc. (BLMN)
CIK: 0001546417
Period of Report: 2015-03-04

Reporting Person: BAIN CAPITAL INVESTORS LLC (10% Owner)
Reporting Person: Bain Capital (OSI) IX, L.P. (10% Owner)
Reporting Person: Bain Capital Partners IX, L.P. (10% Owner)
Reporting Person: Bain Capital (OSI) IX Coinvestment, L.P. (10% Owner)
Reporting Person: Bain Capital Integral Investors 2006, LLC (10% Owner)
Reporting Person: BCIP TCV, LLC (10% Owner)
Reporting Person: BCIP Associates-G (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-03-04	Common Stock	S	17335711	$25.37	Disposed	0	Indirect

Footnotes

F1: Bain Capital Investors, LLC ("BCI") is the sole general partner of Bain Capital Partners IX, L.P. ("BCP IX"), which is the sole general partner of Bain Capital (OSI) IX, L.P. ("BC OSI IX"). As a result, each of BCI and BCP IX may be deemed to share voting and dispositive power with respect to the shares of Common Stock held by BC OSI IX. Each of BCI and BCP IX disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. On March 4, 2015, BC OSI IX sold 13,142,509 shares of Common Stock. Following such sale, BC OSI IX held zero shares of Common Stock.

F2: BCP IX is also the sole general partner of Bain Capital (OSI) IX Coinvestment, L.P. ("BC OSI IX-CO"). As a result, each of BCI and BCP IX may be deemed to share voting and dispositive power with respect to the shares of Common Stock held by BC OSI IX-CO. Each of BCI and BCP IX disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. On March 4, 2015, BC OSI IX-CO sold 3,996,022 shares of Common Stock. Following such sale, BC OSI IX-CO held zero shares of Common Stock.

F3: BCI is also the managing partner of BCIP Associates-G ("BCIP G"). As a result, BCI may be deemed to share voting and dispositive power with respect to the shares of Common Stock held by BCIP G. BCI disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. On March 4, 2015, BCIP G sold 2,299 shares of Common Stock. Following such sale, BCIP G held zero shares of Common Stock.

F4: BCI is also the administrative member of Bain Capital Integral Investors 2006, LLC ("BCI 2006"). As a result, BCI may be deemed to share voting and dispositive power with respect to the shares of Common Stock held by BCI 2006. BCI disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. On March 4, 2015, BCI 2006 sold 161,711 shares of Common Stock. Following such sale, BCI 2006 held zero shares of Common Stock.

F5: BCI is also the administrative member of BCIP TCV, LLC. As a result, BCI may be deemed to share voting and dispositive power with respect to the shares of Common Stock held by BCIP TCV. BCI disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. On March 4, 2015, BCIP TCV sold 33,170 shares of Common Stock. Following such sale, BCIP TCV held zero shares of Common Stock.