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4//SEC Filing

GUTIERREZ JOSE M 4

Accession 0001628280-26-002713

CIK 0000852772other
View on SEC.govCompany Profile

Filed

Jan 19, 7:00 PM ET

Accepted

Jan 20, 5:32 PM ET

Size

36.8 KB

Accession

0001628280-26-002713

Insider Transaction Report

Form 4Exit
Period: 2026-01-16
DENNY'S CorpDENN
GUTIERREZ JOSE M
Director
Transactions
  • Disposition to Issuer

    Common Stock

    [F1]
    2026-01-16$6.25/sh−75,844$474,025→ 0 total
  • Exercise/Conversion

    Common Stock

    [F1][F2]
    2026-01-16+93,739→ 93,739 total
  • Disposition to Issuer

    Common Stock

    [F1][F2]
    2026-01-16$6.25/sh−93,739$585,869→ 0 total
  • Exercise/Conversion

    Deferred Stock Units

    [F3][F1][F2][F4]
    2026-01-16−8,888→ 0 total
    → Common Stock (8,888 underlying)
  • Exercise/Conversion

    Deferred Stock Units

    [F3][F1][F2][F4]
    2026-01-16−3,324→ 0 total
    → Common Stock (3,324 underlying)
  • Exercise/Conversion

    Deferred Stock Units

    [F3][F1][F2][F5]
    2026-01-16−12,438→ 0 total
    → Common Stock (12,438 underlying)
  • Exercise/Conversion

    Deferred Stock Units

    [F3][F1][F2][F4]
    2026-01-16−3,278→ 0 total
    → Common Stock (3,278 underlying)
  • Exercise/Conversion

    Deferred Stock Units

    [F3][F1][F2][F4]
    2026-01-16−3,069→ 0 total
    → Common Stock (3,069 underlying)
  • Exercise/Conversion

    Deferred Stock Units

    [F3][F1][F2][F4]
    2026-01-16−2,782→ 0 total
    → Common Stock (2,782 underlying)
  • Exercise/Conversion

    Deferred Stock Units

    [F3][F1][F2][F4]
    2026-01-16−3,110→ 0 total
    → Common Stock (3,110 underlying)
  • Exercise/Conversion

    Deferred Stock Units

    [F3][F1][F2][F4]
    2026-01-16−11,450→ 0 total
    → Common Stock (11,450 underlying)
  • Exercise/Conversion

    Deferred Stock Units

    [F3][F1][F2][F4]
    2026-01-16−3,067→ 0 total
    → Common Stock (3,067 underlying)
  • Exercise/Conversion

    Deferred Stock Units

    [F3][F1][F2][F4]
    2026-01-16−2,821→ 0 total
    → Common Stock (2,821 underlying)
  • Exercise/Conversion

    Deferred Stock Units

    [F3][F1][F2][F5]
    2026-01-16−8,306→ 0 total
    → Common Stock (8,306 underlying)
  • Exercise/Conversion

    Deferred Stock Units

    [F3][F1][F2][F5]
    2026-01-16−6,431→ 0 total
    → Common Stock (6,431 underlying)
  • Exercise/Conversion

    Deferred Stock Units

    [F3][F1][F2][F6]
    2026-01-16−24,775→ 0 total
    → Common Stock (24,775 underlying)
Footnotes (6)
  • [F1]On January 16, 2026, pursuant to that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of November 3, 2025, by and among Denny's Corporation (the "Issuer"), a Delaware corporation, Sparkle Topco Corp., a Delaware corporation (the "Buyer") and Sparkle Acquisition Corp., a Delaware corporation and wholly owned subsidiary of Buyer ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving as a wholly owned, indirect subsidiary of Buyer. Immediately prior to the effective time of the Merger (the "Effective Time"), shares of the Issuers common stock held by the Reporting Person were converted into the right to receive a cash payment equal to the per share merger consideration of $6.25 (the "Merger Consideration"), without interest and subject to applicable withholding taxes.
  • [F2]Pursuant to the Merger Agreement, immediately prior to the Effective Time, each outstanding restricted stock unit ("RSUs") award, including deferred stock units ("DSUs"), was cancelled and terminated and converted into a right to receive an amount in cash (without interest and subject to applicable withholding taxes) equal to the product obtained by multiplying (x) the aggregate number of shares of the Issuer's common stock underlying such RSU award by (y) the Merger Consideration.
  • [F3]Each DSU represents the equivalent of one share of common stock of the Issuer.
  • [F4]These DSUs, which were granted under the Denny's Corporation's respective Omnibus Incentive Plan, vested on their respective date of grant.
  • [F5]These DSUs, which were granted under the Denny's Corporation's respective Omnibus Incentive Plan, vested on the first anniversary of their respective date of grant.
  • [F6]These DSUs, which were granted under the Denny's Corporation's respective Omnibus Incentive Plan, vested on January 16, 2026, the closing date of the Merger.
Signature
/s/ Gail Sharps Myers, Attorney-in-Fact|2026-01-20

Documents

1 file

Issuer

DENNY'S Corp

CIK 0000852772

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Entity typeother

Related Parties

1
  • filerCIK 0001257702

Filing Metadata

Form type
4
Filed
Jan 19, 7:00 PM ET
Accepted
Jan 20, 5:32 PM ET
Size
36.8 KB
View on SEC.gov