Statement of Changes in Beneficial Ownership (4)
October 12 2016 - 4:51PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Kirgan Danielle L.
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2. Issuer Name
and
Ticker or Trading Symbol
DARDEN RESTAURANTS INC
[
DRI
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
SVP, CHRO
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(Last)
(First)
(Middle)
1000 DARDEN CENTER DRIVE
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3. Date of Earliest Transaction
(MM/DD/YYYY)
10/10/2016
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(Street)
ORLANDO, FL 32837
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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10/10/2016
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M
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10200.0000
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A
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$43.5800
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15989.0000
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D
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Common Stock
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10/10/2016
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M
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9376.0000
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A
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$45.5400
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25365.0000
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D
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Common Stock
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10/10/2016
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M
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7179.0000
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A
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$42.9900
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32544.0000
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D
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Common Stock
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10/10/2016
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M
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5015.0000
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A
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$39.0700
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37559.0000
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D
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Common Stock
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10/10/2016
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M
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2464.0000
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A
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$39.5300
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40023.0000
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D
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Common Stock
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10/10/2016
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S
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28127.0000
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D
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$62.4650
(1)
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11896.0000
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D
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Common Stock
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10/11/2016
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M
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8946.0000
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A
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$37.8300
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20842.0000
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D
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Common Stock
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10/11/2016
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M
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2341.0000
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A
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$39.5300
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23183.0000
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D
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Common Stock
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10/11/2016
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S
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8780.0000
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D
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$62.4670
(2)
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14403.0000
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Stock Option (Right to Buy)
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$39.0700
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10/10/2016
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M
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5015.0000
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5/17/2012
(3)
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5/17/2020
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Common Stock
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5015.0000
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$0.0000
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0.0000
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D
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Stock Option (Right to Buy)
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$39.5300
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10/10/2016
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M
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2464.0000
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7/23/2016
(4)
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7/23/2024
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Common Stock
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2464.0000
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$0.0000
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12099.0000
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D
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Stock Option (Right to Buy)
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$42.9900
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10/10/2016
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M
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7179.0000
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7/24/2015
(5)
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7/24/2023
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Common Stock
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7179.0000
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$0.0000
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3700.0000
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D
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Stock Option (Right to Buy)
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$43.5800
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10/10/2016
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M
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10200.0000
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7/25/2014
(6)
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7/25/2022
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Common Stock
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10200.0000
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$0.0000
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0.0000
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D
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Stock Option (Right to Buy)
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$45.5400
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10/10/2016
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M
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9376.0000
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7/27/2013
(7)
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7/27/2021
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Common Stock
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9376.0000
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$0.0000
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0.0000
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D
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Stock Option (Right to Buy)
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$39.5300
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10/11/2016
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M
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2341.0000
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7/23/2016
(4)
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7/23/2024
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Common Stock
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2341.0000
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$0.0000
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9758.0000
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D
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Stock Option (Right to Buy)
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$37.8300
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10/11/2016
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M
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8946.0000
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7/28/2012
(8)
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7/28/2020
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Common Stock
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8946.0000
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$0.0000
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0.0000
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D
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Explanation of Responses:
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(
1)
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This transaction was executed in multiple trades at prices ranging from $62.40 to $62.55. 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.
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(
2)
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This transaction was executed in multiple trades at prices ranging from $62.25 to $62.67. 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.
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(
3)
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The option vested in three equal installments on May 17, 2012, 2013, and 2014.
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(
4)
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The option vests in three equal installments on July 23, 2016, 2017, and 2018.
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(
5)
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The option vests in three equal installments on July 24, 2015, 2016, and 2017.
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(
6)
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The option vested in three equal installments on July 25, 2014, 2015, and 2016.
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(
7)
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The option vested in three equal installments on July 27, 2013, 2014, and 2015.
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(
8)
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The option vested in three equal installments on July 28, 2012, 2013, and 2014.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Kirgan Danielle L.
1000 DARDEN CENTER DRIVE
ORLANDO, FL 32837
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SVP, CHRO
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Signatures
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Anthony G. Morrow, Attorney-in-fact for Kirgan, Danielle L.
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10/12/2016
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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