DARDEN RESTAURANTS, INC. (DRI) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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DARDEN RESTAURANTS, INC. (DRI) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Item 5.02. Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.

On November 14, 2016, the Board of Directors of Darden Restaurants,
Inc. (the Company) increased the number of directors of the Company
from seven to eight, and elected Nana Mensah to serve as a
director, effective November 14, 2016, as further described in the
press release dated November 14, 2016, entitled Darden Restaurants,
Inc. Announces New Board Member, a copy of which is filed herewith
as Exhibit 99.1 to this Current Report on Form 8-K. The Board
appointed Mr. Mensah to serve on the Compensation Committee of the
Board.
The Board determined that, in its judgment, Mr. Mensah each
satisfies the requirements for independence set forth in the
Company’s Corporate Governance Guidelines and the applicable rules
of the New York Stock Exchange. There were no arrangements or
understandings to which Mr. Mensah was elected nor any
relationships or related transactions between Mr. Mensah and the
Company of the type required to be disclosed under applicable
Securities and Exchange Commission (SEC) rules. As a non-employee
director, Mr. Mensah will receive the compensation under the
Company’s Director Compensation Program described under the
heading Current Director Compensation Program on pages 21-22 of the
Company’s Proxy Statement filed with the SEC on August 15, 2016,
the description of which is incorporated herein by reference. The
annual cash retainer and annual equity grant for Mr. Mensah will be
prorated based on his part-year service.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.

Exhibit Number

Description
99.1
News release dated November 14, 2016, entitled Darden
Restaurants, Inc. Announces New Board Member.


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