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Darden Restaurants logoDarden Restaurants DRI

Darden said on December 9, 2024 that its board increased the number of directors from nine to ten and elected Daryl A. Kenningham as a director, effective immediately.

8-KDeparture or Appointment of Directors or Certain OfficersFiled Period of report Summary published (UTC)

Key points

AI summary
  1. Darden said on December 9, 2024 that its board increased the number of directors from nine to ten and elected Daryl A. Kenningham as a director, effective immediately.

  2. The company said the board appointed Kenningham to the Audit Committee and the Compensation Committee. The board determined that he meets the independence requirements and is an "audit committee financial expert."

  3. The company said Kenningham will receive an annual cash retainer of $100,000 and an annual equity grant with a fair market value of $185,000, paid in restricted stock units under the Director Compensation Program. Committee retainers are $17,500 for the Audit Committee and $12,500 for the Compensation Committee, and all amounts will be prorated for his part-year service.

  4. The company said Kenningham, age 60, has served as President and Chief Executive Officer of Group 1 Automotive since January 2023. It said there were no arrangements or related-party transactions requiring disclosure in connection with his election.

Summary

AI-written

Analysis scope · Filing body and confirmed press-release exhibitWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

Board expanded and new director appointed

Darden said on December 9, 2024 that its board increased the number of directors from nine to ten and elected Daryl A. Kenningham as a director, effective immediately.

Source · Based on the filing body and exhibits

Committee Assignments and Independence Determinations

The company said the board appointed Kenningham to the Audit Committee and the Compensation Committee. The board determined that he meets the independence requirements and is an "audit committee financial expert."

Source · Based on the filing body and exhibits

Non-Employee Director Compensation Terms

The company said Kenningham will receive an annual cash retainer of $100,000 and an annual equity grant with a fair market value of $185,000, paid in restricted stock units under the Director Compensation Program. Committee retainers are $17,500 for the Audit Committee and $12,500 for the Compensation Committee, and all amounts will be prorated for his part-year service.

Source · Based on the filing body and exhibits

New Director's Background and Disclosure Status

The company said Kenningham, age 60, has served as President and Chief Executive Officer of Group 1 Automotive since January 2023. It said there were no arrangements or related-party transactions requiring disclosure in connection with his election.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.