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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported)  October 2, 2023

BLOOMIN’ BRANDS, INC.

(Exact name of registrant as specified in its charter)

Delaware			001-35625			20-8023465
(State or other jurisdiction of incorporation)			(Commission File Number)			(IRS Employer Identification No.)

2202 North West Shore Boulevard, Suite 500, Tampa, FL 33607

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code  (813) 282-1225

 N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock

$0.01 par value

BLMN

The Nasdaq Stock Market LLC (Nasdaq Global Select Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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

On October 2, 2023, Bloomin’ Brands, Inc. (the “Company”) implemented organizational design changes that will result in the elimination of the Executive Vice President, Chief Operating Officer of Casual Dining Restaurants position following a transition period ending on March 15, 2024. As a result, the Company and Gregg Scarlett, the Company’s EVP, Chief Operating Officer, Casual Dining Restaurants, entered into an agreement (the “Agreement”) pursuant to which Mr. Scarlett will separate from the Company effective March 15, 2024. The Agreement provides that Mr. Scarlett will receive a lump sum severance payment of $1,485,000 and certain other benefits as of the separation date, subject to entering into a separation agreement that includes a customary release of claims and certain other covenants.

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Item 9.01    Financial Statements and Exhibits

(d) Exhibits.

			Exhibit Number						Description
			104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

									BLOOMIN’ BRANDS, INC.
									(Registrant)
Date:			October 3, 2023			By:			/s/ Kelly Lefferts
									Kelly Lefferts
									Executive Vice President and Chief Legal Officer