SEC Form 4 · accession 0001225208-18-000952
DARDEN RESTAURANTS INC · DRI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ricardo Cardenas
Officer — SVP Chief Financial Officer
Period of report
Jan 10, 2018
Accepted (ET)
Jan 12, 2018 · 10:00 am EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000940944
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Jan 10, 2018 | M | 10,783 | $45.54 | A | 20,046 | D | |
| Common StockF1 | Jan 10, 2018 | S | 10,783 | $97.1743 | D | 9,263 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F3,F2 | $45.54 | Jan 10, 2018 | M | 10,783 | D | — | Jul 27, 2021 | Common Stock | 10,783 | 0 | D |
Explanation of responses
- F1This transaction was executed in multiple trades at prices ranging from $97.151 to $97.31. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.
- F2This option vested in three equal annual installments beginning on July 27, 2013.
- F3The number of stock options 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 stock option 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).