DARDEN RESTAURANTS INC — Director's Dealing 2019

Jun 20, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DARDEN RESTAURANTS INC (DRI)
CIK: 0000940944
Period of Report: 2019-06-18

Reporting Person: Kiernan Daniel J. (President, Olive Garden)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-06-18	Performance Restricted Stock Units (FY17)	$	A	2614.5000	Acquired	2020-07-27	Common Stock (2614.5000)	Direct
2019-06-18	Performance Restricted Stock Units (FY17)	$	A	2178.7500	Acquired	2020-07-27	Common Stock (2178.7500)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2577.1150	Direct

Footnotes

F1: On July 27, 2016, the Reporting Person was awarded 1,743 target performance restricted stock units (PSUs) subject to the achievement of performance criteria (relative total shareholder return as compared to a selected comparison group) from July 27, 2016 through May 26, 2019.

F2: Performance restricted stock units convert into common stock on a one-for-one basis.

F3: On June 18, 2019, the Compensation Committee of the Board of Directors determined the final results under the applicable performance criteria resulting in 2,614.50 PSUs being earned in accordance with the provisions of the applicable award agreement. Pursuant to the terms of the applicable award agreement, additional shares of Darden common stock representing accrued dividend equivalents will be delivered to the Reporting Person upon settlement of the PSUs.

F4: This grant vests in two equal annual installments beginning on July 27, 2019.

F5: On July 27, 2016, the Reporting Person was awarded 1,743 target performance restricted stock units (PSUs) subject to the achievement of performance criteria (return on invested capital) from May 30, 2016 through May 26, 2019.

F6: On June 18, 2019, the Compensation Committee of the Board of Directors determined the final results under the applicable performance criteria resulting in 2,178.75 PSUs being earned in accordance with the provisions of the applicable award agreement. Pursuant to the terms of the applicable award agreement, additional shares of Darden common stock representing accrued dividend equivalents will be delivered to the Reporting Person upon settlement of the PSUs.