SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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*
Wilkerson John W.
(Last) (First) (Middle)
1000 DARDEN CENTER DRIVE
(Street)
ORLANDO FL 32837
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
06/23/2025 		3. Issuer Name and Ticker or Trading Symbol
DARDEN RESTAURANTS INC [ DRI ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
President Elect, Olive Garden
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 16,771.706(1) D
Common Stock 596.593 I By 401k
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Performance Restricted Stock Units (FY22)(2) (3) 07/28/2025 Common Stock 1,585(4) $0.0000 D
Performance Restricted Stock Units (FY23)(5) (6) 07/27/2026 Common Stock 6,428(7) $0.0000 D
Phantom Stock (8) (8) Common Stock 516.1618(9) (8) D
Restricted Stock Units (FY23 Annual Grant) 07/27/2025 07/27/2025 Common Stock 1,607 $0.0000(10) D
Restricted Stock Units (FY24 Annual Grant) 07/26/2026 07/26/2026 Common Stock 1,129 $0.0000(10) D
Restricted Stock Units (FY25 Annual Grant) 07/24/2027 07/24/2027 Common Stock 1,307 $0.0000(10) D
Stock Option (Right to Buy) (11) 07/27/2032 Common Stock 5,429 $121.47 D
Stock Option (Right to Buy) (12) 07/24/2029 Common Stock 6,364 $124.24 D
Stock Option (Right to Buy) (13) 07/24/2034 Common Stock 3,973 $139.43 D
Stock Option (Right to Buy) (14) 07/28/2031 Common Stock 4,241 $148.2 D
Stock Option (Right to Buy) (15) 07/26/2033 Common Stock 3,399 $169.02 D
Explanation of Responses:
1. Includes shares acquired pursuant to the Darden Restaurants, Inc. Employee Stock Purchase Plan and dividend reinvestment feature of the Plan.
2. On July 28, 2021, the Reporting Person was awarded 2,384 target performance restricted stock units (PSUs) subject to the achievement of performance criteria (relative total shareholder return as compared to a selected comparison group) from July 29, 2020 through May 28, 2023.
3. This grant vests in two equal annual installments beginning on July 28, 2024.
4. On June 18, 2024, the Compensation Committee of the Board of Directors determined the final results under the applicable performance criteria resulting in 3,170 PSUs being earned in accordance with the provisions of the applicable award agreement.
5. On July 27, 2022, the Reporting Person was awarded 3,214 target performance restricted stock units (PSUs) subject to the achievement of performance criteria (relative total shareholder return as compared to a selected comparison group) from July 28, 2021 through May 26, 2024.
6. This grant vests in two equal annual installments beginning on July 27, 2025.
7. On June 17, 2025, the Compensation Committee of the Board of Directors determined the final results under the applicable performance criteria resulting in 6,428 PSUs being earned in accordance with the provisions of the applicable award agreement.
8. Each share of phantom stock is the economic equivalent of one share of DRI common stock. The share of phantom stock becomes payable in cash upon settlement.
9. Includes phantom stock acquired under the Darden Restaurants, Inc. FlexComp Plan based on information provided by the plan administrator as of June 23, 2024.
10. Restricted stock units convert into common stock on a one-for-one basis.
11. This option vests in two equal annual installments beginning on July 27, 2025.
12. This option vested in two equal annual installments beginning on July 24, 2022.
13. This option vests in two equal annual installments beginning on July 24, 2027.
14. This option vests in two equal annual installments beginning on July 28, 2024.
15. This option vests in two equal annual installments beginning on July 26, 2026.
Remarks:
wilkersonpoa.txt
Ashaki Noni Holmes-Kidd, Attorney-in-fact for Wilkerson, John W. 07/03/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** 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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