Darden Restaurants shareholders reject low director support policy proposal

Darden Restaurants, Inc. (NYSE: DRI) shareholders rejected a proposal to adopt a policy for reviewing low director support during the company's annual meeting held on September 23, 2026. The independent inspector of election, Peter W. Descovich, delivered the final certified results to the company on September 24, 2026.

The vote on the shareholder proposal resulted in 88,893,049 shares voted against the measure, compared to 2,710,897 shares voted in favor. An additional 612,161 shares were abstained, and 10,017,803 shares were recorded as broker non-votes. The proposal sought to require the company to review instances where directors receive low levels of shareholder support.

Shareholders approved all other matters presented at the meeting. The company received advisory approval of its executive compensation, with 83,666,042 votes in favor and 8,332,392 against. A further 217,673 shares were abstained, and 10,017,803 were broker non-votes.

The board of directors was re-elected in full. All nine nominees received a majority of votes cast in favor. Margaret Shân Atkins received 89,043,572 votes for and 3,172,535 withheld. Ricardo Cárdenas received 90,549,001 votes for and 1,667,106 withheld. Juliana L. Chugg received 89,309,020 votes for and 2,907,087 withheld. James P. Fogarty received 89,551,154 votes for and 2,664,953 withheld.

Cynthia T. Jamison received 87,870,732 votes for and 4,345,375 withheld. Daryl A. Kenningham received 91,358,338 votes for and 857,769 withheld. William S. Simon received 89,051,589 votes for and 3,164,518 withheld. Charles M. Sonsteby received 89,253,651 votes for and 2,962,456 withheld. Timothy J. Wilmott received 90,345,931 votes for and 1,870,176 withheld. Each director serves until the next annual meeting or until a successor is elected and qualified.

Shareholders also ratified the appointment of KPMG LLP as the independent registered public accounting firm for the fiscal year ending May 30, 2027. The ratification passed with 96,586,896 votes in favor and 5,594,908 against. Fifty-two thousand one hundred and six shares were abstained in this vote.

The annual meeting was conducted online via the internet at www.virtualshareholdermeeting.com/DRI2026. Lindsay L. Koren, Senior Vice President and General Counsel of Darden Restaurants, signed the Form 8-K report on September 24, 2026.