Pay vs Performance Disclosure - USD ($)

12 Months Ended

May 26, 2024

May 28, 2023

May 29, 2022

May 30, 2021

Pay vs Performance Disclosure

Pay vs Performance Disclosure, Table

Pay Versus Performance Disclosure

This disclosure has been prepared in accordance with the SEC’s pay versus performance rules in Item 402(v) of Regulation S-K under the 1934 Act (“Item 402(v)”) and does not necessarily reflect value actually realized by the Named Executive Officers or how the Compensation Committee evaluates compensation decisions in light of Company or individual performance. For discussion of how the Compensation Committee seeks to align pay with performance when making compensation decisions, please review the Compensation Discussion and Analysis beginning on page 69.

The following tables and related disclosures provide information about (i) the total compensation (“SCT Total”) of our principal executive officer (“PEO”) and our non-PEO Named Executive Officers (collectively, the “Other NEOs”) as presented in the Summary Compensation Table on page 83, (ii) the “compensation actually paid” (“CAP”) to our PEO and our Other NEOs, as calculated pursuant to Item 402(v), (iii) certain financial performance measures, and (iv) the relationship of the CAP to those financial performance measures for fiscal years 2021, 2022, 2023 and 2024:

					Value of Initial Fixed $100 Investment Based on:
Year(1)	Summary Compensation Table Total for PEO(2)	Compensation Actually Paid to PEO(3)	Average Summary Compensation Table Total for Non-PEO NEO(4)	Average Compensation Actually Paid to Non-PEO NEO(5)	Total Shareholder Return ($)	Peer Group(6)  Total Shareholder Return ($)	Net Income (millions)(7)	Adjusted Darden Diluted Net EPS(8)
(a)	(b)	(c)	(d)	(e)	(f)	(g)	(h)	(i)
2024	12,004,427	6,594,758	3,657,728	1,906,365	214.87	141.26	1,027.6	8.88
2023	8,500,029	15,246,533	3,205,321	5,905,006	226.97	122.21	981.9	8.00
2022	11,891,841	8,852,886	3,517,201	2,886,390	171.15	123.74	952.8	7.40
2021	10,128,186	34,914,894	2,627,292	5,808,702	188.58	139.04	629.3	4.31

(1) “Year” means the fiscal year.

(2) PEO means:

Fiscal 2024	Ricardo Cardenas
Fiscal 2023	Ricardo Cardenas
Fiscal 2022	Eugene I. Lee, Jr.
Fiscal 2021	Eugene I. Lee, Jr.

(3) Adjustments to Calculate Compensation Actually Paid to PEO (Column (c))

Items Adjusted	2024			2023			2022			2021
Reported Summary Compensation Table		12,004,427			8,500,029			11,891,841			10,128,186
Reported Value Equity Awards		(8,696,601	)		(5,562,526	)		(5,982,682	)		(5,496,847	)
Year-End Fair Value of Outstanding Equity Awards Granted in Year		6,203,936			9,961,422			5,163,812			13,430,669
Year Over Year Change in Fair Value of Outstanding Unvested Equity Granted in Prior Years		(3,763,992	)		2,219,441			(2,838,468	)		15,438,828
Year Over Year Change in Fair Value of Equity Granted in Prior Years and Vested in Year		157,113			(181,368	)		(167,098	)		979,895
Value of Dividends Paid on Unvested Equity		689,875			309,535			785,481			434,163
Compensation Actually Paid		6,594,758			15,246,533			8,852,886			34,914,894

4) Non-PEO NEOs include:

Fiscal 2024	Todd A. Burrowes, Daniel J. Kiernan, Matthew R. Broad, Rajesh Vennam
Fiscal 2023	Todd A. Burrowes, Daniel J. Kiernan, M. John Martin, Rajesh Vennam
Fiscal 2022	Todd A. Burrowes, Ricardo Cardenas, M. John Martin, Rajesh Vennam
Fiscal 2021	Todd A. Burrowes, Ricardo Cardenas, David C. George, Daniel J. Kiernan, M. John Martin, Rajesh Vennam

(5) Adjustments to Calculate Average Compensation Actually Paid to Other NEOs (Column (e))

Items Adjusted	2024			2023			2022			2021
Reported Summary Compensation Table		3,657,728			3,205,321			3,517,201			2,627,292
Reported Value Equity Awards		(1,884,232	)		(1,668,767	)		(1,577,189	)		(1,075,089	)
Year-End Fair Value of Outstanding Equity Awards Granted in Year		1,344,165			2,988,436			1,361,314			2,155,749
Year Over Year Change in Fair Value of Outstanding Unvested Equity Granted in Prior Years		(1,524,150	)		1,307,395			(550,759	)		1,897,626
Year Over Year Change in Fair Value of Equity Granted in Prior Years and Vested in Year		77,967			(87,150	)		(29,572	)		126,493
Value of Dividends Paid on Unvested Equity		234,887			159,771			165,395			76,631
Compensation Actually Paid		1,906,365			5,905,006			2,886,390			5,808,702

(6) Represents the cumulative TSR of the S&P Consumer Discretionary Select Sector Index.

(7) The dollar amount represents the amount of net income reported in the Company’s audited financial statements for the applicable fiscal year.

(8) Adjusted Darden Diluted Net EPS was selected as the Company-Selected Measure. A detailed Adjusted EPS reconciliation can be found in our Compensation Discussion and Analysis of the Company’s Proxy Statement for the applicable fiscal year, each as filed with the SEC on August 9, 2021, August 8, 2022, August 7, 2023, and August X, 2024, respectively.

Company Selected Measure Name

Adjusted Darden Diluted Net EPS

Named Executive Officers, Footnote

Non-PEO NEOs include:

Fiscal 2024	Todd A. Burrowes, Daniel J. Kiernan, Matthew R. Broad, Rajesh Vennam
Fiscal 2023	Todd A. Burrowes, Daniel J. Kiernan, M. John Martin, Rajesh Vennam
Fiscal 2022	Todd A. Burrowes, Ricardo Cardenas, M. John Martin, Rajesh Vennam
Fiscal 2021	Todd A. Burrowes, Ricardo Cardenas, David C. George, Daniel J. Kiernan, M. John Martin, Rajesh Vennam

(5)

Peer Group Issuers, Footnote

Represents the cumulative TSR of the S&P Consumer Discretionary Select Sector Index.

PEO Total Compensation Amount

$ 12,004,427

$ 8,500,029

$ 11,891,841

$ 10,128,186

PEO Actually Paid Compensation Amount

$ 6,594,758

15,246,533

8,852,886

34,914,894

Adjustment To PEO Compensation, Footnote

Adjustments to Calculate Compensation Actually Paid to PEO (Column (c))

Items Adjusted	2024			2023			2022			2021
Reported Summary Compensation Table		12,004,427			8,500,029			11,891,841			10,128,186
Reported Value Equity Awards		(8,696,601	)		(5,562,526	)		(5,982,682	)		(5,496,847	)
Year-End Fair Value of Outstanding Equity Awards Granted in Year		6,203,936			9,961,422			5,163,812			13,430,669
Year Over Year Change in Fair Value of Outstanding Unvested Equity Granted in Prior Years		(3,763,992	)		2,219,441			(2,838,468	)		15,438,828
Year Over Year Change in Fair Value of Equity Granted in Prior Years and Vested in Year		157,113			(181,368	)		(167,098	)		979,895
Value of Dividends Paid on Unvested Equity		689,875			309,535			785,481			434,163
Compensation Actually Paid		6,594,758			15,246,533			8,852,886			34,914,894

Non-PEO NEO Average Total Compensation Amount

$ 3,657,728

3,205,321

3,517,201

2,627,292

Non-PEO NEO Average Compensation Actually Paid Amount

$ 1,906,365

5,905,006

2,886,390

5,808,702

Adjustment to Non-PEO NEO Compensation Footnote

Adjustments to Calculate Average Compensation Actually Paid to Other NEOs (Column (e))

Items Adjusted	2024			2023			2022			2021
Reported Summary Compensation Table		3,657,728			3,205,321			3,517,201			2,627,292
Reported Value Equity Awards		(1,884,232	)		(1,668,767	)		(1,577,189	)		(1,075,089	)
Year-End Fair Value of Outstanding Equity Awards Granted in Year		1,344,165			2,988,436			1,361,314			2,155,749
Year Over Year Change in Fair Value of Outstanding Unvested Equity Granted in Prior Years		(1,524,150	)		1,307,395			(550,759	)		1,897,626
Year Over Year Change in Fair Value of Equity Granted in Prior Years and Vested in Year		77,967			(87,150	)		(29,572	)		126,493
Value of Dividends Paid on Unvested Equity		234,887			159,771			165,395			76,631
Compensation Actually Paid		1,906,365			5,905,006			2,886,390			5,808,702

Compensation Actually Paid vs. Total Shareholder Return

Compensation Actually Paid and Cumulative TSR

The table below shows the relationship between the amount of compensation actually paid to the PEO and the average amount of compensation actually paid to the Company’s NEOs as a group and the Company’s Total Shareholder Return and Total Shareholder Return of our peer group, the S&P Consumer Discretionary Select Sector Index. Neither the Company’s Total Shareholder Return nor the peer group Total Shareholder Return are performance metrics in the Company’s incentive plans. The Company’s Total Shareholder return as a percentile rank versus the Total Shareholder Return of the constituents of a different peer group is a performance measure in the Company’s Performance Stock Unit Awards. Please see Compensation Discussion and Analysis in this Proxy Statement for a description of the Company’s Executive Compensation Philosophy and Strategy.

Compensation Actually Paid vs. Net Income

Compensation Actually Paid and Net Income

The table below shows the relationship between the amount of compensation actually paid to the PEO and the average amount of compensation actually paid to the Company’s NEOs as a group and the Company’s Net Income. Net Income is not a performance measure in any of the Company’s incentive plans and any alignment would be indirect. Please see Compensation Discussion and Analysis in this Proxy Statement for a description of the Company’s Executive Compensation Philosophy and Strategy.

Compensation Actually Paid vs. Company Selected Measure

Compensation Actually Paid and Adjusted Diluted Net EPS

The table below shows the relationship between the amount of compensation actually paid to the PEO and the average amount of compensation actually paid to the Company’s NEOs as a group and the Company’s Adjusted Diluted Net EPS. Adjusted Diluted Net EPS is the Company Selected Measure because it is a performance measure in the Company’s Annual Incentive Plan. Note, compensation actually paid to the PEO and the average amount of compensation actually paid to the Company’s NEOs as a group is impacted by changes in stock price and other performance metrics in the Company’s Incentive Plans. Please see Compensation Discussion and Analysis in this Proxy Statement for a description of the Company’s Executive Compensation Philosophy and Strategy.

Total Shareholder Return Vs Peer Group

Compensation Actually Paid and Cumulative TSR

The table below shows the relationship between the amount of compensation actually paid to the PEO and the average amount of compensation actually paid to the Company’s NEOs as a group and the Company’s Total Shareholder Return and Total Shareholder Return of our peer group, the S&P Consumer Discretionary Select Sector Index. Neither the Company’s Total Shareholder Return nor the peer group Total Shareholder Return are performance metrics in the Company’s incentive plans. The Company’s Total Shareholder return as a percentile rank versus the Total Shareholder Return of the constituents of a different peer group is a performance measure in the Company’s Performance Stock Unit Awards. Please see Compensation Discussion and Analysis in this Proxy Statement for a description of the Company’s Executive Compensation Philosophy and Strategy.

Tabular List, Table

Pay versus Performance Tabular List

The table below lists our most important performance measures used to link “Compensation Actually Paid” for our NEOs to company performance, over the fiscal year ending May 26, 2024. These measures are among the measures used to determine the annual incentive and the PSU component of long-term incentive payouts for each of the NEOs.

For more information on annual incentives and actual payouts for each NEO, see “Annual Incentive Plan” beginning on page 74 of this Proxy Statement. For more information on the PSU component of the long-term incentives for each NEO, see “Long-Term Incentives” beginning on page 77 of this Proxy Statement. The performance measures included in this table are not ranked by relative importance.

Darden Adjusted Diluted Net EPS

Darden Same-Restaurant Sales Growth

Relative Total Shareholder Return

Total Shareholder Return Amount

$ 214.87

226.97

171.15

188.58

Peer Group Total Shareholder Return Amount

141.26

122.21

123.74

139.04

Net Income (Loss)

$ 1,027,600,000

$ 981,900,000

$ 952,800,000

$ 629,300,000

Company Selected Measure Amount

8.88

8

7.4

4.31

PEO Name

Ricardo Cardenas

Ricardo Cardenas

Eugene I. Lee, Jr.

Eugene I. Lee, Jr.

Measure:: 1

Pay vs Performance Disclosure

Name

Darden Adjusted Diluted Net EPS

Measure:: 2

Pay vs Performance Disclosure

Name

Darden Same-Restaurant Sales Growth

Measure:: 3

Pay vs Performance Disclosure

Name

Relative Total Shareholder Return

PEO | Reported Value Equity Awards [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

$ (8,696,601)

$ (5,562,526)

$ (5,982,682)

$ (5,496,847)

PEO | Yearend Fair Value Of Outstanding Equity Awards Granted In Year [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

6,203,936

9,961,422

5,163,812

13,430,669

PEO | Year Over Year Change In Fair Value Of Outstanding Unvested Equity Granted In Prior Years [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

(3,763,992)

2,219,441

(2,838,468)

15,438,828

PEO | Year Over Year Change In Fair Value Of Equity Granted In Prior Years And Vested In Year [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

157,113

(181,368)

(167,098)

979,895

PEO | Value Of Dividends Paid On Unvested Equity [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

689,875

309,535

785,481

434,163

Non-PEO NEO | Reported Value Equity Awards [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

(1,884,232)

(1,668,767)

(1,577,189)

(1,075,089)

Non-PEO NEO | Yearend Fair Value Of Outstanding Equity Awards Granted In Year [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

1,344,165

2,988,436

1,361,314

2,155,749

Non-PEO NEO | Year Over Year Change In Fair Value Of Outstanding Unvested Equity Granted In Prior Years [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

(1,524,150)

1,307,395

(550,759)

1,897,626

Non-PEO NEO | Year Over Year Change In Fair Value Of Equity Granted In Prior Years And Vested In Year [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

77,967

(87,150)

(29,572)

126,493

Non-PEO NEO | Value Of Dividends Paid On Unvested Equity [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

$ 234,887

$ 159,771

$ 165,395

$ 76,631