SEC Form 4/A · accession 0001225208-16-028708
DARDEN RESTAURANTS INC · DRI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Lionel L Nowell III
Director
Period of report
Nov 27, 2015
Accepted (ET)
Mar 1, 2016 · 3:41 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000940944
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock Units (FY15 Director Compensation)F1,F4,F2,F3 | — | Nov 27, 2015 | A | 508 | A | — | — | Common Stock | 508 | 1,911 | D |
Explanation of responses
- F1Includes FY15 and FY16 director compensation.
- F2The actual conversion rate is 1-for-1.
- F3The Reporting Person elected to take all of the quarterly cash retainer for serving as a director in the form of restricted stock units for which vested shares will be delivered to the Reporting Person on the Reporting Person's termination of service as a director.
- F4The number of restricted stock units beneficially owned following the reported transaction on 11/27/2015 was adjusted in connection with the spin-off (the Spin-Off) of Four Corners Property Trust, Inc. (FCPT) from Darden Restaurants, Inc. (Darden) on November 9, 2015. The adjustment reflects the product of (i) the number of shares subject to the restricted stock unit awards immediately prior to the Spin-Off and (ii) the ratio of (A) the pre-Spin-Off closing price on November 9, 2015 of Darden Common Stock (Darden Pre-Spin-Off Price) and (B) the difference between the Darden Pre-Spin-Off Price and the volume weighted average price of FCPT Common Stock trading on the NYSE on the trading day immediately following the distribution date (adjusted to reflect the Darden-to-FCPT pro rata share distribution ratio in the Spin-Off).