Vennam Rajesh 4

What Happened Vennam Rajesh, Senior Vice President and Chief Financial Officer of Darden Restaurants (DRI), was awarded 5,890 performance-based restricted stock units (PSUs) on June 23, 2026. The award was reported on a Form 4 filed June 25, 2026. The PSUs were granted at $0.00 (compensation award) and are derivative awards that will convert into common shares on a one-for-one basis when settled.

Key Details

• Transaction date: June 23, 2026; Form 4 filed June 25, 2026 (timely filing).
• Award amount: 5,890 PSUs earned based on final performance determinations by the Compensation Committee.
• Price: $0.00 (award/derivative, not an open-market purchase).
• Conversion: PSUs convert into common stock on a one-for-one basis (per footnote F3).
• Vesting: This grant vests in two equal annual installments beginning July 26, 2026 (per footnote F5).
• Background: The award stems from a target PSU grant made July 26, 2023 (initial target 5,718 PSUs) and was adjusted to 5,890 after performance results were determined (footnotes F2 and F4).
• Shares owned after transaction: not specified in the filing. Footnote F1 notes share totals may include ESPP purchases and dividend reinvestment.

Context PSUs are performance-contingent equity awards; they reflect compensation tied to specified performance metrics (here, relative total shareholder return vs. a peer group). This award is not an open-market purchase or sale and does not represent an immediate cash investment by the insider. When PSUs convert to shares, there is potential modest dilution, but such awards are common executive compensation tied to long-term performance.