| FORM 4 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol Bloomin' Brands, Inc. [ BLMN ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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| 3. Date of Earliest Transaction (Month/Day/Year) 05/06/2019 | ||||||||||||||||||||||||||
| 4. If Amendment, Date of Original Filed (Month/Day/Year) | 6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 05/06/2019 | M | 7,500(1) | A | $0 | 55,568 | D | |||
| Common Stock | 05/06/2019 | F | 2,952(2) | D | $19.66 | 52,616 | D | |||
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Units | $0.0(3) | 05/06/2019 | M | 7,500(4) | (5) | (6) | Common Stock | 7,500 | $0 | 0 | D | ||||
| Restricted Stock Units | $0.0(3) | (7) | (6) | Common Stock | 11,923 | 11,923 | D | ||||||||
| Restricted Stock Units | $0.0(3) | (8) | (6) | Common Stock | 6,609 | 6,609 | D | ||||||||
| Restricted Stock Units | $0.0(3) | (9) | (6) | Common Stock | 17,769 | 17,769 | D | ||||||||
| Restricted Stock Units | $0.0(3) | (10) | (6) | Common Stock | 3,547 | 3,547 | D | ||||||||
| Stock Option (right to buy) | $21.29 | (11) | 02/19/2019 | Common Stock | 30,982 | 30,982 | D | ||||||||
| Stock Option (right to buy) | $24.1 | (12) | 02/23/2028 | Common Stock | 20,633 | 20,633 | D | ||||||||
| Stock Option (right to buy) | $17.27 | (13) | 02/24/2027 | Common Stock | 84,654 | 84,654 | D | ||||||||
| Stock Option (right to buy) | $17.15 | (14) | 02/25/2026 | Common Stock | 33,076 | 33,076 | D | ||||||||
| Stock Option (right to buy) | $25.36 | (15) | 02/26/2025 | Common Stock | 16,545 | 16,545 | D | ||||||||
| Stock Option (right to buy) | $17.8 | (15) | 03/01/2026 | Common Stock | 44,393 | 44,393 | D | ||||||||
| Stock Option (right to buy) | $22.09 | (15) | 02/03/2024 | Common Stock | 200,000 | 200,000 | D | ||||||||
| Explanation of Responses: |
| 1. These shares of common stock were acquired upon the vesting and settlement of certain restricted stock units. |
| 2. These common shares were delivered to the issuer to pay for the applicable withholding tax due upon vesting of certain restricted stock units. |
| 3. Each restricted stock unit represents the contingent right to receive one share of common stock of the issuer upon vesting of the unit. |
| 4. These restricted stock units were surrendered in exchange for shares of common stock of the issuer. |
| 5. On May 4, 2015, these restricted stock units were granted in the original amount of 30,000, which vest in four equal annual installments, with a final vesting in 2019. |
| 6. This field is not applicable. |
| 7. On February 19, 2019, these restricted stock units were granted in the original amount of 11,923, which vest in three equal annual installments, with a final vesting in 2022. |
| 8. On February 23, 2018, these restricted stock units were granted in the original amount of 8,811, which vest in four equal annual installments, with a final vesting in 2022. |
| 9. On February 24, 2017, these restricted stock units were granted in the original amount of 35,537, which vest in four equal annual installments, with a final vesting in 2021. |
| 10. On February 25, 2016, these restricted stock units were granted in the original amount of 14,188, which vest in four equal annual installments, with a final vesting in 2020. |
| 11. On February 19, 2019, these stock options were granted in the original amount of 30,982, which vest in three equal annual installments with a final vesting in 2022. |
| 12. On February 23, 2018, these stock options were granted in the original amount of 20,633, which vest in four equal annual installments, with a final vesting in 2022. |
| 13. On February 24, 2017, these stock options were granted in the original amount of 84,654, which vest in four equal annual installments, with a final vesting in 2021. |
| 14. On February 25, 2016, these stock options were granted in the original amount of 33,076, which vest in four equal annual installments, with a final vesting in 2020. |
| 15. These stock options are fully vested. |
| Remarks: |
| /s/ Kelly Lefferts, Attorney in Fact | 05/08/2019 | |
| ** 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 4 (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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
