Every material Form 8-K Darden Restaurants has filed with the SEC since June 20, 2024, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Darden Restaurants entered into a $1.5 billion amended and restated revolving credit agreement with Bank of America, N.A. as administrative agent, which replaces its prior $1.25 billion credit agreement. The company reported that no amounts were outstanding under the prior facility when it was terminated.
$1.5 billion senior unsecured revolving credit agreement dated October 22, 2026, maturing October 22, 2031
Replaces prior $1.25 billion credit agreement dated October 23, 2023, which had no amounts outstanding
Includes a $150 million letter of credit sublimit and a maximum consolidated net debt to total capitalization ratio of 3.50 to 1.00
Interest pricing depends in part on prevailing rates and the company's credit ratings
Darden reported first-quarter fiscal 2027 sales of $3.2 billion, up 5.1%, with blended same-restaurant sales up 3.1% on a fiscal calendar basis. Diluted EPS from continuing operations was $2.05, up 4.1% from prior-year adjusted EPS of $1.97, though below the $2.19 reported a year earlier, which included a one-time gain on the Olive Garden Canada sale. The company reaffirmed its fiscal 2027 EPS outlook of $11.10 to $11.35 and declared a $1.62 quarterly dividend.
Total sales rose 5.1% to $3.2 billion; LongHorn Steakhouse same-restaurant sales rose 6.2% on a fiscal calendar basis.
Diluted EPS from continuing operations was $2.05, up 4.1% from prior-year adjusted EPS of $1.97; reported prior-year EPS was $2.19.
Darden repurchased $222.3 million of stock and has $1.3 billion remaining under its $1.5 billion authorization.
Quarterly dividend of $1.62 per share is payable November 2, 2026, to holders of record on October 9, 2026.
Darden reported fiscal fourth-quarter sales of $3.72 billion, up 13.7%, with adjusted diluted earnings per share from continuing operations of $3.66, up 22.8%; the quarter included an extra week that contributed $0.25 per share. The company also raised its quarterly dividend to $1.62 per share, authorized a new $1.5 billion share repurchase program, and issued fiscal 2027 guidance for diluted earnings per share from continuing operations of $11.10 to $11.35.
Q4 sales rose 13.7% to $3.72 billion, including 7.6 percentage points from the extra week; blended same-restaurant sales rose 4.6%
Fiscal 2027 outlook: total sales of $13.60 billion to $13.75 billion and diluted EPS from continuing operations of $11.10 to $11.35
Quarterly dividend increased 8.0% to $1.62 per share, payable August 3, 2026 to holders of record on July 10, 2026
Board amended bylaws effective immediately, raising the shareholder aggregation limit for director nominations from 10 to 20 shareholders
Darden reported fiscal third-quarter 2026 sales of $3.3 billion, up 5.9%, with same-restaurant sales up 4.2%. Reported diluted EPS from continuing operations fell to $2.68 from $2.74, while adjusted EPS rose 5.4% to $2.95 after excluding impairment and strategic review costs. The company also updated its fiscal 2026 adjusted EPS outlook to $10.57 to $10.67 and declared a $1.50 quarterly dividend.
Q3 total sales rose 5.9% to $3.3 billion; same-restaurant sales rose 4.2%, with LongHorn Steakhouse up 7.2% and Olive Garden up 3.2%.
Reported diluted EPS from continuing operations was $2.68, down from $2.74; adjusted EPS was $2.95, up 5.4%, excluding $0.16 of restaurant closure impairment.
Fiscal 2026 adjusted EPS outlook is $10.57 to $10.67, including about $0.25 from a 53rd week.
Darden repurchased $127 million of stock in the quarter, with $516 million left under a $1 billion authorization; quarterly dividend of $1.50 per share is payable May 1, 2026.
Darden reported fiscal 2026 second-quarter sales up 7.3% to $3.1 billion, with same-restaurant sales up 4.3%, and adjusted diluted EPS from continuing operations of $2.08, up 2.5%. The company also updated its full fiscal 2026 outlook, now calling for adjusted diluted EPS of $10.50 to $10.70, and declared a $1.50 quarterly dividend.
Q2 sales rose 7.3% to $3.1 billion; reported diluted EPS from continuing operations was $2.03, versus $1.82 a year earlier
Fiscal 2026 adjusted diluted EPS from continuing operations outlook is $10.50 to $10.70, including about $0.20 from the 53rd week
Quarterly dividend of $1.50 per share declared, payable February 2, 2026, to holders of record on January 9, 2026
Company repurchased $222 million of common stock in the quarter; $643 million remains under the $1 billion authorization
Darden's independent directors approved a special performance stock unit award for CEO Ricardo Cardenas with a target value of $17 million, which vests on July 24, 2030, and pays out from 0% to 200% of target based on relative total shareholder return against S&P 500 constituents. At the September 17, 2025 annual meeting, shareholders elected all nine director nominees, approved the advisory executive compensation resolution, and rejected a shareholder proposal on greenhouse gas emissions targets.
CEO special PSU award: target value $17,000,000; vests July 24, 2030; payout 0% to 200% of target based on relative TSR
Grant expected September 24, 2025, with the target PSU count set from average closing stock prices
Advisory say-on-pay approved: 90,743,641 for, 3,663,287 against, 437,583 abstain
Emissions-target shareholder proposal not approved: 12,101,216 for, 81,863,920 against
Darden Restaurants reported first-quarter fiscal 2026 results for the period ended August 24, 2025, with total sales up 10.4% to $3.0 billion and reported diluted earnings per share from continuing operations of $2.19, compared with $1.74 a year earlier. The company also updated its fiscal 2026 outlook, now calling for adjusted diluted EPS from continuing operations of $10.50 to $10.70, and declared a $1.50 quarterly dividend.
Total sales rose 10.4% to $3,044.7 million; blended same-restaurant sales increased 4.7%
Adjusted diluted EPS from continuing operations was $1.97, up 12.6% from $1.75; reported EPS was $2.19
Fiscal 2026 adjusted diluted EPS outlook is $10.50 to $10.70, including about $0.20 from a 53rd week
Quarterly dividend of $1.50 per share is payable November 3, 2025; company repurchased $183 million of stock in the quarter
Darden reported fiscal fourth-quarter 2025 sales up 10.6% to $3.3 billion and adjusted diluted EPS up 12.5% to $2.98, and gave fiscal 2026 diluted EPS guidance of $10.50 to $10.70. The company also raised its quarterly dividend 7.1% to $1.50 per share and authorized a new $1 billion share repurchase program. Separately, Olive Garden president Dan Kiernan will retire effective August 31, 2025, and John Wilkerson will succeed him as president effective September 1, 2025.
Q4 sales rose 10.6% to $3.3 billion; consolidated same-restaurant sales rose 4.6%
Reported diluted EPS from continuing operations was $2.58, flat with the prior year; adjusted EPS was $2.98, up 12.5%
Quarterly dividend raised 7.1% to $1.50 per share, payable August 1, 2025
Board authorized a new $1 billion share repurchase program on June 18, 2025; fiscal 2026 diluted EPS outlook is $10.50 to $10.70
Darden reported fiscal third-quarter 2025 results for the quarter ended February 23, 2025, with sales up 6.2% and diluted earnings per share from continuing operations up from $2.60 to $2.74. The company also updated its fiscal 2025 outlook, projecting adjusted diluted EPS of $9.45 to $9.52, and declared a $1.40 quarterly dividend.
Q3 sales rose 6.2% to $3.2 billion, with consolidated same-restaurant sales up 0.7%
Adjusted diluted EPS from continuing operations was $2.80, up 6.9%, excluding $0.06 of Chuy's transaction and integration costs
Fiscal 2025 outlook: total sales of about $12.1 billion and adjusted diluted EPS of $9.45 to $9.52
Quarterly dividend of $1.40 per share is payable May 1, 2025; $53 million of stock repurchased in the quarter
Darden Restaurants director Nana Mensah notified the company on January 27, 2025 that he will retire from its Board of Directors effective January 28, 2025. The filing states his departure is not the result of any disagreement with the company, the Board or management about operations, policies or practices.
Nana Mensah notified Darden of his retirement from the Board on January 27, 2025.
Retirement is effective January 28, 2025.
The filing states there was no disagreement with the company, the Board or management.
Darden reported fiscal 2025 second-quarter sales up 6.0% to $2.9 billion, with same-restaurant sales up 2.4% and reported diluted EPS from continuing operations of $1.82, compared with $1.76 a year earlier. The company also declared a $1.40 quarterly dividend, repurchased $142 million of stock, and updated its fiscal 2025 outlook to adjusted diluted EPS of $9.40 to $9.60, now including Chuy's results.
Total sales rose 6.0% to $2.9 billion; same-restaurant sales rose 2.4%, with LongHorn Steakhouse up 7.5% and Fine Dining down 5.8%.
Reported diluted EPS from continuing operations was $1.82 vs. $1.76 a year earlier; adjusted EPS was $2.03, up 10.3%, excluding $0.21 of Chuy's transaction and integration costs.
Fiscal 2025 outlook: adjusted diluted EPS from continuing operations of $9.40 to $9.60; reported EPS of $9.07 to $9.27.
Quarterly dividend of $1.40 per share, payable February 3, 2025 to holders of record on January 10, 2025.
Darden Restaurants' board increased its size from nine to ten and elected Daryl A. Kenningham as a director effective December 9, 2024. He joins the Audit and Compensation Committees, and the board determined he is independent and an audit committee financial expert. The filing describes a routine board addition with no financial results or guidance included.
Daryl A. Kenningham elected a director effective December 9, 2024; board expanded from nine to 10 members
Kenningham is a former Darden COO and currently serves as President and CEO of Group 1 Automotive, a position he has held since January 2023
Annual non-employee director compensation includes a $100,000 cash retainer and an equity grant with a $185,000 fair market value, prorated for part-year service
Darden Restaurants reported fiscal 2025 first-quarter sales of $2.8 billion, up 1.0%, but adjusted diluted earnings per share fell 1.7% to $1.75, while same-restaurant sales declined 1.1%. The company reiterated its full-year fiscal 2025 outlook of $9.40 to $9.60 in diluted earnings per share from continuing operations, excluding pending Chuy's acquisition costs, and declared a quarterly dividend of $1.40 per share.
Total sales rose 1.0% to $2.8 billion, helped by 42 net new restaurants; same-restaurant sales fell 1.1%.
Reported diluted EPS from continuing operations was $1.74, versus $1.60 a year earlier; adjusted EPS was $1.75, down 1.7%.
The company repurchased $172 million of stock and had $743 million remaining under a $1 billion authorization.
Quarterly dividend of $1.40 per share is payable November 1, 2024, to holders of record on October 10, 2024.
Darden Restaurants signed a $600 million, two-year senior unsecured term loan on September 16, 2024, and amended its $1.25 billion revolving credit agreement. The company has not yet drawn on the term loan, and proceeds may fund its pending acquisition of Chuy's Holdings and related fees, which means shareholders may see added debt if the borrowing is made.
$600 million two-year term loan with Bank of America as administrative agent, dated September 16, 2024
Single borrowing allowed until February 17, 2025; no amount drawn as of the filing date
Proceeds may finance the anticipated acquisition of Chuy's Holdings and related fees and expenses
Revolving credit agreement amended to a maximum consolidated leverage ratio of 3.50 to 1.00, replacing the prior debt-to-capitalization covenant
Darden Restaurants agreed on July 17, 2024 to acquire all outstanding shares of Chuy's Holdings for $37.50 per share in cash, a transaction with an enterprise value of approximately $605 million. The deal requires approval by a majority of Chuy's stockholders and the expiration of the HSR waiting period, and it is not subject to a financing condition. For Darden shareholders, the companies say the deal is expected to be neutral to fiscal 2025 diluted EPS excluding acquisition costs, and accretive by approximately 12 to 15 cents in fiscal 2027.
Price of $37.50 per share in cash, about $605 million enterprise value, a 40% premium to Chuy's 60-day volume weighted average price
Darden expects acquisition and integration-related expenses of approximately $50 to $55 million, pre-tax, and pre-tax net synergies of approximately $15 million by the end of fiscal 2026
Go-shop period ends 11:59 p.m. New York time on August 16, 2024; termination fee of $22,421,057 applies in certain circumstances; End Date is February 17, 2025
Chuy's had 101 restaurants in 15 states as of July 16, 2024, and total revenues over $450 million for the twelve months ended March 31, 2024
Darden reported fiscal fourth-quarter 2024 sales of $2,957.3 million, up 6.8%, with reported diluted earnings per share from continuing operations flat at $2.58 and adjusted EPS of $2.65, up 2.7%. The company also gave a fiscal 2025 outlook of $9.40 to $9.60 diluted EPS from continuing operations and raised its quarterly dividend by 6.9%.
Q4 fiscal 2024 sales rose 6.8% to $2,957.3 million; consolidated same-restaurant sales were flat at 0.0%
Reported diluted EPS from continuing operations was $2.58, unchanged from a year earlier; adjusted EPS was $2.65, up 2.7%, excluding $0.07 of Ruth's Chris transaction and integration costs
Fiscal 2025 outlook: total sales of $11.8 to $11.9 billion and diluted EPS from continuing operations of $9.40 to $9.60
Quarterly dividend raised 6.9% to $1.40 per share, payable August 1, 2024; bylaws amended June 18, 2024 to replace Chairman and Committee Chairman titles with Chair
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