Bloomin' Brands, Inc. 10-Q

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds There were no sales of equity securities during the thirteen weeks ended March 26, 2023 that were not registered under the Securities Act. The following table provides information regarding our purchases of common stock during the thirteen weeks ended March 26, 2023: REPORTING PERIOD TOTAL NUMBER OF SHARES PURCHASED AVERAGE PRICE PAID PER SHARE TOTAL NUMBER OF SHARES PURCHASED AS PART OF PUBLICLY ANNOUNCED PLANS OR PROGRAMS APPROXIMATE DOLLAR VALUE OF SHARES THAT MAY YET BE PURCHASED UNDER THE PLANS OR PROGRAMS (1) December 26, 2022 through January 22, 2023 314,175 $ 21.97 314,175 $ 8,099,645 January 23, 2023 through February 19, 2023 330,114 $ 24.53 330,114 $ 125,000,664 February 20, 2023 through March 26, 2023 218,688 $ 25.81 218,688 $ 119,355,724 Total 862,977 862,977 ____________________ (1) On February 8, 2022, our Board of Directors authorized the repurchase of up to $125.0 million of our outstanding common stock as announced in our press release issued on February 18, 2022 (the “2022 Share Repurchase Program”). The 2022 Share Repurchase Program was set to expire on August 9, 2023. During the thirteen weeks ended March 26, 2023, we fully utilized the remaining share repurchase authorization under the 2022 Share Repurchase Program. On February 7, 2023, our Board approved a new share repurchase authorization of up to $125.0 million of our outstanding common stock as announced in our press release issued February 16, 2023 (the “2023 Share Repurchase Program”). The 2023 Share Repurchase Program will expire on August 7, 2024. 37 Table of Contents BLOOMIN’ BRANDS, INC. Item 6. Exhibits EXHIBIT NUMBER DESCRIPTION OF EXHIBITS FILINGS REFERENCED FOR INCORPORATION BY REFERENCE 3.1 Fifth Amended and Restated Certificate of Incorporation of Bloomin’ Brands, Inc. April 19, 2023, Form 8-K, Exhibit 3.1 3.2 Fourth Amended and Restated Bylaws of Bloomin’ Brands, Inc. April 19, 2023, Form 8-K, Exhibit 3.2 4.1 Description of Common Stock Filed herewith 31.1 Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Filed herewith 31.2 Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Filed herewith 32.1 Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (1) Furnished herewith 32.2 Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (1) Furnished herewith 101.INS Inline XBRL Instance Document Filed herewith 101.SCH Inline XBRL Taxonomy Extension Schema Document Filed herewith 101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document Filed herewith 101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document Filed herewith 101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document Filed herewith 101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document Filed herewith 104 Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) Filed herewith (1) These certifications are not deemed to be “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that section. These certifications will not be deemed to be incorporated by reference into any filing under the Securities Act or the Exchange Act, except to the extent that the registrant specifically incorporates them by reference. 38 Table of Contents BLOOMIN’ BRANDS, INC. 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, thereunto duly authorized. Date: May 2, 2023 BLOOMIN’ BRANDS, INC. (Registrant) By: /s/ Philip Pace Philip Pace Senior Vice President, Chief Accounting Officer (Principal Accounting Officer) [Remainder of page intentionally left blank]