Brinker International (EAT) Proxy filing summary

Executive summary

• Annual meeting scheduled for November 5, 2026, will be held virtually; shareholders as of September 8, 2026, are eligible to vote on key proposals.

• Proposals include electing nine directors, ratifying KPMG LLP as auditor for fiscal 2027, and an advisory vote on executive compensation.

• Company achieved 7.9% revenue growth and 30.6% net income per diluted share growth in fiscal 2026, with industry-leading shareholder returns.

• Strong focus on pay-for-performance, with executive compensation tied to financial results and shareholder value.

Voting matters and shareholder proposals

• Shareholders will vote on electing nine directors for one-year terms, ratifying KPMG LLP as auditor, and approving executive compensation on an advisory basis.

• Board recommends voting FOR all proposals; majority of votes cast required for approval.

• No shareholder proposals or nominations were received for this meeting.

Board of directors and corporate governance

• Board consists of nine nominees with diverse backgrounds in restaurant, retail, finance, operations, and technology.

• All directors except the CEO are independent; board committees include Audit, Talent & Compensation, and Governance & Nominating.

• Board leadership is separated between an independent Chairman and the CEO.

• Annual board and committee evaluations support board refreshment and succession planning.