What changed in this filing

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Item 1. Business

2025-02-26 compared with 2024-02-28 · 139 added, 192 removed, 207 unchanged (62% of the section changed)

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and its subsidiaries except where the context otherwise requires) is one of the largest casual dining restaurant companies in the world, with a portfolio of leading, differentiated restaurant concepts.

We have four founder-inspired concepts:

Outback Steakhouse, Carrabba’s Italian Grill, Bonefish Grill and Fleming’s Prime Steakhouse & Wine Bar.

Our restaurant concepts range in price point and degree of formality from casual (Outback Steakhouse and Carrabba’s Italian Grill) to upscale casual (Bonefish Grill) and fine dining (Fleming’s Prime Steakhouse & Wine Bar).

Our restaurant portfolio includes Outback Steakhouse, Carrabba’s Italian Grill, Bonefish Grill and Fleming’s Prime Steakhouse & Wine Bar.

Our restaurant concepts range in price point and degree of formality from casual (Outback Steakhouse and Carrabba’s Italian Grill) to polished casual (Bonefish Grill) and fine dining (Fleming’s Prime Steakhouse & Wine Bar).

OSI Restaurant Partners, LLC (“OSI”), a wholly-owned subsidiary of Bloomin’ Brands, is our primary operating entity.

As of December 29, 2024, we owned and operated 1,172 restaurants and franchised 291 restaurants across 46 states, Guam and 12 countries.

We consider each of our restaurant concepts and international markets to be operating segments, which reflects how we manage our business, review operating performance and allocate resources.

We aggregate our operating segments into two reportable segments, U.S.

and international.

Subsequent to December 29, 2024, we completed the sale of the majority ownership of our Brazil operations, and all restaurants in that market are now operated as unconsolidated franchisees.

See International Franchise Segment discussion below for details.

We consider each of our U.S.

restaurant concepts and international franchise markets in aggregate to be operating segments, which reflects how we manage our business, review operating performance and allocate resources.

We aggregate our U.S.

operating segments into the U.S.

reportable segment.

segment includes all restaurants operating in the U.S.

while restaurants operating outside the U.S.

are included in the international segment.

while franchised restaurants operating outside the U.S.

are included in the international franchise segment.

Following is a summary of reportable segments as of December 29, 2024:

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Fleming’s Prime Steakhouse & Wine Bar

International Outback Steakhouse Brazil, Hong Kong/China

Carrabba’s Italian Grill (Abbraccio) Brazil

International Franchise (2)

Outback Steakhouse 12 Franchise Markets

Carrabba’s Italian Grill (Abbraccio)

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(1) Includes franchise locations.

(2) See Item 2.

Properties for disclosure of our restaurant count by country and territory.

Subsequent to December 29, 2024, we completed the sale of the majority ownership of our Brazil operations.

All restaurants in that market now operate as unconsolidated franchisees and Brazil is included in our franchise market count.

See International Franchise Segment discussion below for details.

As of December 29, 2024, in our U.S.

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Featuring a wood-burning grill inspired by the many tastes of Italy, guests can enjoy signature dishes such as Chicken Bryan and Pollo Rosa Maria, wood-fire grilled steaks and chops, small plates and classic Italian pasta dishes in a welcoming, contemporary atmosphere.

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Bonefish Grill - Bonefish Grill specializes in fish from around the world, hand-cut in-house every day, savory wood-grilled specialties, and locally created, seasonal Partner Selection dishes featuring high-quality and fresh ingredients.

Offering a selection of classic and signature hand-crafted cocktails, using fresh juices, edible garnishes and house infusions, Bonefish Grill also features a distinct list of wines, the perfect match for any food pairing.

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Fleming’s Prime Steakhouse & Wine Bar - Fleming’s Prime Steakhouse & Wine Bar is a contemporary interpretation of the classic American steakhouse, boasting culinary mastery, signature style and unrivaled attentive service to create memorable dining experiences for guests.

Fleming’s Prime Steakhouse & Wine Bar offers an impressive range of USDA Prime steaks, premium seafood entrées, storied wines and fresh hand-crafted cocktails.

International Segment

We have local management to support and grow restaurants in each of the countries where we have Company-owned operations.

Our international operations are integrated with our corporate headquarters to leverage enterprise-wide capabilities, including marketing, finance, real estate, information technology, legal, human resources, supply chain management and productivity.

As of December 31, 2023, in our international segment, we owned and operated 191 restaurants and franchised 139 restaurants across 13 countries and Guam.

International Franchise Segment

As of December 29, 2024, our international franchise segment includes 145 franchised restaurants across 11 countries and Guam.

Properties for disclosure of our international restaurant count by country and territory.

Outback Steakhouse - Our international Outback Steakhouse restaurants have a menu similar to our U.S.

menu with additional variety to meet local taste preferences.

In addition to the traditional Outback Special sirloin, a typical international menu may feature local cuts of beef.

menu with a focus on signature steaks, including the traditional Outback Special sirloin.

There is additional menu item variety to meet local taste preferences.

Carrabba’s Italian Grill (Abbraccio Cucina Italiana) - Abbraccio Cucina Italiana, our international Carrabba’s Italian Grill restaurant concept, offers a blend of traditional and modern Italian dishes.

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Abbraccio Cucina Italiana also has a range of beverage options, including classically inspired cocktails and local favorites with an Italian twist.

On December 30, 2024, we sold 67% of our Brazil operations (the “Brazil Sale Transaction”) and retained a 33% interest.

As of November 30, 2024, there were 192 restaurants operating in Brazil.

Following the sale, restaurants that were formerly Company-owned now operate as unconsolidated franchisees.

See Note 3 - Discontinued Operations of the Notes to Consolidated Financial Statements for additional details regarding the sale.

Restaurant Development

We utilize the ownership structure and market entry strategy that best fits the needs for a particular market, including Company-owned units and franchises, as determined by demand, cost structure and economic conditions.

We utilize the ownership structure and market entry strategy that best fits the needs for a particular market, including Company-owned units and franchisees, as determined by demand, cost structure and economic conditions.

Development - We opportunistically pursue unit growth across our concepts through existing geography fill-in and market expansion opportunities.

During 2021, we opened our first U.S.

Outback Steakhouse utilizing a smaller-scaled “Joey” design.

In recent years, we began developing our U.S.

Outback Steakhouse restaurants utilizing a smaller-scaled “Joey” design.

The Joey was designed to increase return on investment through a reduced restaurant footprint with a more efficient layout.

Our current Joey design consists of a freestanding building with approximately 5,000 square feet and seating for approximately 190 guests.

We opened six Outback Steakhouse restaurants during 2023 and plan to open approximately 15 additional locations throughout 2024.

International Development - We continue to pursue international expansion opportunities, leveraging established equity and franchise markets in South America and Asia, and in strategically selected emerging and high-growth developed markets, with a focus on Brazil.

All Outback Steakhouse restaurants opened in Brazil since the beginning of 2021 were built utilizing the Joey design.

Our current Joey design in Brazil consists of an in-line strip mall space with approximately 4,800 square feet and seating for approximately 190 guests.

We opened 14 Outback Steakhouse restaurants during 2024 and plan to open approximately 15 additional locations in 2025.

International Development - We continue to pursue international expansion opportunities through our franchise partners, leveraging established franchised markets in South America, Asia and the Middle East, with a focus on Brazil, through our minority interest in these operations.

Remodeling - We regularly remodel restaurants across all of our concepts to maintain the relevance of our restaurants’ ambience, focused on driving additional traffic to our restaurants.

During 2023, we completed more than 100 restaurant remodels.

Beginning in 2022, the remodel of our Outback Steakhouse restaurants included the installation of advanced grills and ovens.

We completed the rollout of this equipment to substantially all Outback Steakhouse restaurants during 2023.

These investments have improved our cooking consistency, meal pacing and guest satisfaction while also providing a cost-saving opportunity for our Company.

We completed 65 restaurant remodels during 2024 and more than 100 restaurant remodels during 2023.

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System-wide Restaurant Summary - Following is a system-wide rollforward of our restaurants in operation during 2023:

System-wide Restaurant Summary - Following is a system-wide rollforward of our restaurants during 2024:

2023 2024 ACTIVITY DECEMBER 29,

Number of restaurants:

OPENINGS CLOSURES COUNT

OPENINGS CLOSURES OTHER COUNT

Outback Steakhouse

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total 1,150 15 (49) — 1,116

International

Company-owned

Outback Steakhouse - Brazil (2) 139 16 — 155

Other (2)(3) 36 2 (2) 36

International Franchise

Outback Steakhouse - South Korea 92 6 (2) — 96

Other 47 3 (1) — 49

International total 308 38 (16) 330

International Franchise total 139 9 (3) — 145

Other - Company-owned

Outback Steakhouse - Hong Kong/China 19 1 (10) — 10

Discontinued operations - Company-owned

Outback Steakhouse - Brazil (2) 155 18 — — 173

Other - Brazil (2) 17 2 — — 19

System-wide total 1,480 45 (62) — 1,463

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(1) Excludes 36 and five off-premises only kitchens as of December 25, 2022 and December 31, 2023, respectively.

One location was Company-owned in the U.S and all others were franchised in South Korea as of December 25, 2022 and December 31, 2023.

(2) The restaurant counts for Brazil, including Abbraccio and Aussie Grill restaurants within International Company-owned Other, are reported as of November 30, 2022 and 2023, respectively, to correspond with the balance sheet dates of this subsidiary.

(3) International Company-owned Other included four and two Aussie Grill locations as of December 25, 2022 and December 31, 2023, respectively.

International Franchised Other included four Aussie Grill locations as of December 25, 2022 and December 31, 2023.

(1) During 2024, we purchased one franchised Carrabba’s Italian Grill location which is now operated as Company-owned.

(2) The restaurant counts for Brazil, including Abbraccio and Aussie Grill restaurants within International Company-owned Other - Brazil, are reported as of November 30, 2023 and 2024, respectively, to correspond with the balance sheet dates of this subsidiary.

Following the close of the Brazil Sale Transaction on December 30, 2024, all restaurants in that market operate as unconsolidated franchisees.

See Note 3 - Discontinued Operations of the Notes to Consolidated Financial Statements for further details.

The restaurant industry is highly competitive with a substantial number of restaurant operators that compete directly and indirectly with us in respect to price, service, location and food quality, and there are other well-established competitors with significant financial and other resources.

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We also face growing competition from the supermarket industry which offers expanded selections of prepared meals.

Further, improving product offerings and convenience options from quick-service and fast-casual restaurants, and the expansion of home delivery services, together with negative economic conditions, could cause consumers to choose less expensive

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alternatives than our restaurants.

Internationally, we face competition due to the number of casual dining restaurant options in the markets in which we operate.

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REVENUE GENERATING ACTIVITIES

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Company-owned Restaurants - Company-owned restaurants are restaurants wholly-owned by us or in which we have a majority ownership.

The results of operations of Company-owned restaurants are included in our consolidated operating results and the portion of income or loss attributable to the noncontrolling interests is eliminated in our Consolidated Statements of Operations and Comprehensive Income.

Following is a summary of sales by occasion, sales mix by product type and average check per person for Company-owned restaurants during 2024:

INTERNATIONAL

Steakhouse Carrabba’s

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Effective December 31, 2023, we entered into an Amended & Restated Holistic Agreement (the “2023 Resolution Agreement”) with Cerca Trova Southwest Restaurant Group, LLC (d/b/a Out West Restaurant Group) and certain of its affiliates (collectively, “Out West”), a franchisee of 75 Outback Steakhouse restaurants in the western United States.

Under the terms of the 2023 Resolution Agreement, advertising fees are reduced to 2.25% of gross sales

Under the terms of the 2023 Resolution Agreement, advertising fees are reduced to 2.25% of gross sales until December 27, 2026 or upon the earlier occurrence of certain specified events, including the sale of all or substantially all of the assets or equity of Out West, bankruptcy or a liquidation event.

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until December 27, 2026 or upon the earlier occurrence of certain specified events, including the sale of all or substantially all of the assets or equity of Out West, bankruptcy or a liquidation event.

Out West also entered into a forbearance agreement with its lenders that, in conjunction with the 2023 Resolution Agreement, provides, among other things, for a pre-determined calculation of available monthly cash (after payment of operating expenses, including rents, royalties, national advertising fees and local marketing expenditures) that Out West may use for capital expenditures and to settle its obligations due to its lenders.

See Note 3 - Revenue Recognition of the Notes to Consolidated Financial Statements for further details regarding the 2023 Resolution Agreement.

Sourcing and Supply - We take a global approach to procurement and supply chain management, with our corporate team serving all U.S.

and international concepts.

In addition, we have dedicated supply chain management personnel for our Company-owned international operations in South America and Asia.

The global supply chain management organization is responsible for all food and operating supply purchases as well as a large percentage of purchases of field and corporate services.

In connection with the closing of the Brazil Sale Transaction on December 30, 2024, we entered into amended and restated franchise agreements with all existing restaurants in Brazil for 20-year terms.

Royalty rates, initial franchise fees, and local advertising spend requirements are consistent with the lower end of our other international franchise royalty range.

The Brazil franchise agreements also include a development fee for each new restaurant and a fee upon renewal of the franchise agreement after the initial 20-year term.

Initial franchise fees were not charged for restaurants operating in Brazil at the time of the closing.

Sourcing and Supply - Our supply chain management organization is responsible for all food and operating supply purchases as well as a large percentage of purchases of field and corporate services.

We address the end-to-end costs associated with the products and goods we purchase by utilizing a combination of global, regional and local suppliers to capture efficiencies and economies of scale.

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We also regularly monitor commodity markets and trends to execute product purchases at the most advantageous times.

We have a distribution program that includes food, non-alcoholic beverage, smallwares and packaging goods in all major markets.

Where applicable, this program is managed by custom distribution companies that only provide products approved for our system.

These customized relationships enable our staff to effectively manage and prioritize our supply chain.

Beef and pork represent the majority of purchased proteins in the U.S.

and Brazil, respectively.

We and our franchisees have distribution programs that includes food, non-alcoholic beverage, smallwares and packaging goods.

Where applicable, these programs may be managed by custom distribution companies that only provide products approved for our system.

These customized relationships enable our staff to effectively manage and prioritize our supply chain needs.

Beef represents the majority of purchased proteins in the U.S.

In 2024, our U.S.

restaurants purchased beef raw materials primarily from four U.S.

beef suppliers and our restaurants in Brazil purchased pork raw materials primarily from four pork suppliers in Brazil.

Due to the nature of our industry, we expect to continue purchasing a substantial amount of beef and pork from a small number of suppliers.

Other major commodity categories purchased include seafood, poultry, produce, dairy, bread, oils and pasta and energy sources to operate our restaurants, such as natural gas and electricity.

restaurants purchased beef raw materials primarily from four beef suppliers.

Due to the nature of our industry, we expect to continue purchasing a substantial amount of beef from a small number of suppliers.

Other major commodity categories purchased include seafood, pork, poultry, produce, dairy, bread, oils and pasta and energy sources to operate our restaurants, such as natural gas and electricity.

The cost of such commodities may fluctuate widely due to government policy and regulation, changing weather patterns and conditions, climate change and other supply and/or demand impacting events such as pandemics, macroeconomic conditions, geopolitical events or other unforeseen circumstances.

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All of our restaurants implement best practices for food handling, monitoring and innovating to improve procedures.

Our restaurant teams have many touch points to seek to ensure food safety, quality and freshness through all phases of preparation.

Our restaurant teams have many touch points to ensure food safety, quality and freshness through all phases of preparation.

We are committed to building long-term partnerships with suppliers who are dedicated to delivering safe, high-quality ingredients in a sustainable way.

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Information Systems - We leverage technology to support areas such as digital marketing and customer engagement, business analytics and decision support, restaurant operations and productivity initiatives related to optimizing our staffing, food waste management and supply chain efficiency.

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To drive customer engagement, we continue to invest in data and technology infrastructure, including brand websites, digital marketing, online ordering and mobile apps.

To drive customer engagement, we continue to invest in data and technology infrastructure, including brand websites, digital marketing, online ordering, pay at the table technology and mobile apps.

To increase customer convenience, we leverage our online ordering infrastructure to facilitate off-premises dining systems.

Additionally, we developed systems to support our customer loyalty program with a focus on increasing traffic to our restaurants.

In past years, we made investments in a supply chain management system to improve inventory forecasting and replenishment in our restaurants, which helps us manage food quality and cost, and reduce food waste.

Additionally, we maintain systems to support our customer loyalty program with a focus on increasing traffic to our restaurants.

Our integrated point-of-sale system allows us to transact business in our U.S.

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Our Company-owned restaurants, and most of our franchised restaurants, are connected through a portal that provides our employees and franchise partners with access to business information and tools that allow them to collaborate, communicate, train and share information.

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We maintain a system to ensure network security and safeguard against data loss.

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Advertising and Marketing - We advertise through a diverse set of media channels including, but not limited to, national/spot television, radio, social media, search engines and other digital tactics.

Our concepts have active public relations programs and also rely on national promotions, site visibility, local marketing, digital marketing, direct mail, billboards and point-of-sale materials to promote our restaurants.

Our concepts have active public relations programs and also rely on national promotions, site visibility, local marketing, customer relationship management initiatives, direct mail, billboards and point-of-sale materials to promote our restaurants.

We focus on data segmentation and personalization, customer relationship management and digital advertising to be more efficient and relevant with our advertising expenditures.

Additionally, in our company-owned international markets, we have teams that engage local agencies to tailor advertising to each market and develop relevant and timely promotions based on local consumer demand.

During 2023, Outback brought back the “No Rules, Just Right” platform, which includes highlighting our great menu and everyday value that we offer to our guests.

“No Rules, Just Right” is more than a marketing platform, it is an attitude, aimed at re-energizing our restaurants with new food offerings, exceptional service and most importantly, ties back to our past.

Our multi-branded U.S.

Additionally, our larger international markets have teams that engage local agencies to tailor advertising to each market and develop relevant and timely promotions based on local consumer demand.

In 2023, Outback Steakhouse brought back our “No Rules, Just Right” campaign that highlights great food, top-quality dining experiences and the spirit of Australia.

“No Rules, Just Right” is more than a marketing platform, it is a philosophy that puts the guest experience at the center of every decision made within Outback Steakhouse.

loyalty program, Dine Rewards, is designed to drive incremental traffic and provide data for customer segmentation and personalization opportunities.

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In addition to base salary, Restaurant Managing Partners and Chef Partners (“Restaurant Partners”), Area Operating Partners, and Market Vice Presidents generally receive performance-based bonuses for providing management and supervisory services to their restaurants, certain of which may be based on a percentage of their restaurants’ monthly operating results or cash flows and/or total controllable income.

Many of our international Restaurant Managing Partners are given the option to purchase participation interests in the cash distributions of the restaurants they manage.

The amount, terms and availability vary by country.

Trademarks - We regard our Outback ® , Outback Steakhouse ® , Carrabba’s Italian Grill ® , Bonefish Grill ® and Fleming’s Prime Steakhouse & Wine Bar ® service marks and our Bloomin’ Onion ® trademark as having significant value and as being important factors in the marketing of our restaurants.

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We are aware of names and marks similar to the service marks of ours used by other persons in certain geographic areas in which we have restaurants.

However, we believe such uses will not

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adversely affect us.

However, we believe such uses will not adversely affect us.

Our policy is to, whenever possible, pursue registration of our marks in countries where we operate and to vigorously oppose any infringement of our marks.

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Holidays may affect sales volumes seasonally in some of our markets.

However, the COVID-19 pandemic had an impact on consumer behaviors and customer traffic that resulted in temporary changes in the seasonal fluctuations of our business.

Additionally, severe storms, extended periods of inclement weather or climate extremes resulting from climate change may also affect the seasonal operating results of the areas impacted.

Severe storms, extended periods of inclement weather or climate change may affect the seasonal operating results of the areas impacted.

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GOVERNMENT REGULATION

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We also offer alcohol to-go from certain locations from each of our restaurant concepts.

Our restaurant operations are also subject to federal and state laws for such matters as:

• immigration, employment, minimum wage, overtime, tip credits, paid leave, safety standards, worker conditions and health care;

Our restaurant operations are also subject to federal, state and local laws and regulations for such matters as:

• immigration, employment, minimum wage, overtime, tip credits, paid and unpaid leave, safety standards, worker conditions and health care;

• menu labeling and food safety;

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• information security, data privacy, anti-corruption/anti-bribery, cashless payments and gift cards.

International - Our restaurants outside of the U.S.

International - Our restaurants outside the U.S.

are subject to similar regional and local laws and regulations as our U.S.

restaurants, including labor, food safety, data privacy, anti-corruption/anti-bribery and information security.

- Risk Factors for a discussion of risks relating to federal, state, local and international regulation of our business.

- Risk Factors for discussion of risks relating to federal, state, local and international regulation of our business.

HUMAN CAPITAL RESOURCES

Employees - As of December 31, 2023, we employed approximately 87,000 Team Members, of which approximately 750 are corporate personnel, including more than 250 in international markets.

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We are committed to nurturing an inclusive, service-focused culture, founded on respecting and valuing every person, regardless of gender, race, ethnic origin, religion, sexual orientation, ability or age.

Employees - As of December 29, 2024, we employed approximately 81,000 Team Members, of which approximately 800 are Restaurant Support Center (“RSC”) employees.

This total includes approximately 14,000 Team Members in Brazil, of which approximately 250 are Brazil RSC employees.

We track several workforce statistics to help us understand the gender, racial and ethnic diversity of our U.S.

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Team Members that identify as Black/African American, Hispanic/Latinx, Asian, Native American, Pacific Islander or two or more races.

(2) Includes restaurant management, Chef Partners, Restaurant Managing Partners, Area Operating Partners, Regional Vice Presidents and Market Vice Presidents.

(2) Includes restaurant managers, Chef Partners, Restaurant Managing Partners, Area Operating Partners, Regional Vice Presidents and Market Vice Presidents.

In addition to gender, racial and ethnic diversity, our U.S Team Members are also diverse in age, comprised of five generations:

Traditionalists, Baby Boomers, Generation X, Millennials and Generation Z.

Various jurisdictional mandated industry-wide labor agreements, which are renewed annually, apply to certain of our employees in Brazil.

Celebrating Our People – Team Members, guests, suppliers and neighbors have always been at the heart of our Company’s culture, driven each day by our founding Principles & Beliefs, which include treating each individual as we would want to be treated.

Celebrating Our People – Team Members, guests, suppliers and communities have always been at the heart of our Company’s culture, driven each day by our founding Principles & Beliefs.

We believe that creating exceptional guest experiences begins with providing a positive, supportive work environment that welcomes individual differences and allows employees to grow and have fun.

We focus on developing genuine, emotional guest connections through friendly service and high-quality food.

We embrace the communities we serve, from feeding first responders to supporting non-profit organizations, especially in the Tampa Bay area of Florida, home to our Restaurant Support Center (“RSC”).

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We use surveys to seek feedback from our Team Members on a variety of topics that include, but are not limited to, confidence in leadership, our company culture and overall satisfaction with the Company.

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Annual strategic talent reviews and succession planning for executive-level roles, senior management and key restaurant leadership positions help ensure consistency in management talent quality.

During 2023, approximately 91% of promotions to our Manager in Training program and to Restaurant Managing Partner were internal, which consisted of 42% women and 29% people of color.

We regularly monitor and evaluate turnover and attrition metrics throughout our management teams.

In 2024, approximately 91% of promotions to our Manager in Training program and to Restaurant Managing Partner were internal.

We regularly monitor and evaluate turnover and attrition metrics.

During 2024, our turnover rates for U.S.

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All field-level employees are also provided Preventing Discrimination and Harassment training.

In addition, we maintain an Ethics and Compliance Hotline (the “Hotline”), which includes an 800 number and an online form where our Team Members can report any workplace concerns, with the option to report anonymously.

In addition, we maintain an Ethics and Compliance Hotline (the “Hotline”), which includes a phone number and an online form where our Team Members can report any workplace concerns, with the option to report anonymously.

The Hotline is accessible via several languages, 24 hours a day, seven days a week.

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restaurants, in English and Spanish, which provides the phone number, the web address for the reporting form and a QR code to make it easy for our Team Members to report concerns.

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Finally, we continue to support a hybrid work environment in the RSC.

We are investing in a cultural refresh in response to employees returning to the office and have renewed our RSC Principles & Beliefs to invigorate connection and inclusivity between th e corporate and field teams.

Diversity, Equity & Inclusion - We aim to cultivate a welcoming, safe and inclusive environment that celebrates diverse backgrounds and provides equitable access to opportunities.

We aim to cultivate a welcoming, safe and inclusive environment that celebrates diverse backgrounds.

We deliver on this by ensuring Team Members are trained, understand their role in inclusivity and are held accountable in making our restaurants a place where everyone is valued for who they are and what they bring to the table.

We continually assess our overall racial and gender diversity at Bloomin’ Brands as we strive to reflect the diversity of the communities we serve.

Year over year, we have seen improvements in diverse representation among our restaurant management teams and RSC, including an increase of approximately 2% in representation of women within our Operational Leadership and people of color at the RSC, respectively, while recognizing there is more work to be done.

During 2023, our Executive Leadership Team (“ELT”) continued engaging in sessions curated and facilitated by a diversity consulting firm in partnership with our internal Inclusive Leadership Team.

In these sessions, ELT members participated in deep, enriching dialogue around potential gaps in our organization and industry and their individual and collective responsibility for sustaining change.

While engaged in deep work with our executive team, we also continued listening, sharing and storytelling to inspire awareness, understanding and change across the organization.

Each concept held monthly Courageous Conversations and we hosted virtual calls open to the entire company bimonthly to learn about and discuss important topics aligned to the mission and objectives of our five Employee Resource Groups:

• Women’s Interests Network (WIN):

Committed to accelerating the advancement of women at Bloomin’ Brands through mentorship, education, experience and information sharing;

• Black Interests Group (BIG):

Focused on elevating and amplifying Black talent through strong networks and mentorship;

Fostering an environment for Our People to thrive while celebrating understanding, acceptance and involvement of the LGBTQ+ community and their allies;

• ¡Adelante!:

Aimed at accelerating and celebrating the Hispanic and Latin Community at Bloomin’ Brands;

• Bloomin’ Balance:

Inspiring our Team Members to lead happy, healthy and fulfilled lives through total and balanced wellness.

From our participation at the Women’s Foodservice Forum annual conference to memorable heritage month programs and active community involvement (for example, Juneteenth service activities, Pride sponsorships and engagement, walks and runs for special health-focused causes), our Employee Resource Groups have been instrumental in providing support, a sense of community and both personal and professional development for our Team Members.

As we aim to attract and cultivate relationships with the next generation of talent in our workforce, we have been intentional about being visible and building brand awareness at a number of Florida colleges and universities, including Florida A&M University (a historically Black university), Florida International University (minority/Hispanic serving institution), the University of Central Florida and the University of South Florida.

Among the support, we provide future industry leaders with financial support through endowed scholarships to help offset students’ costs of higher education as they pursue degrees and certifications that align with the work we do in hospitality.

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We support words with actions by being good stewards of our communities and engaging with organizations dedicated to cultivating more diverse and inclusive communities, including:

• National Urban League

• Big Brothers, Big Sisters

• Woman’s Foodservice Forum

• Boys & Girls Clubs

• Multicultural Foodservice & Hospitality Alliance

• Feeding America (Tampa Bay)

• National Diversity Council

• Meals on Wheels

• Autism Speaks

• Harvest Food Donation

• Habitat for Humanity

Workplace Safety - Employee health and safety in the workplace is of utmost importance to our Company.

We support words with actions by engaging with organizations dedicated to cultivating more diverse and inclusive communities.

Additionally, employee-led resource groups have been instrumental in providing support, a sense of community and both personal and professional development for our Team Members.

Workplace Safety - Employee health and safety in the workplace is important to our Company.

We believe that all employees, regardless of job role or title, have a shared responsibility in the promotion of health and safety in the workplace.

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This commitment means carrying out company activities in ways that preserve and promote a clean, safe and healthy environment.

Total Rewards - Our total rewards philosophy is to motivate and retain our Team Members by offering, what we believe to be, competitive salary packages.

Total Rewards - Our philosophy is to motivate and retain our Team Members by offering comprehensive total rewards packages.

To align Team Member objectives with our Company and ultimately our stockholders, Bloomin’ Brands offers programs that reward long-term performance.

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• All levels of the organization, including hourly Team Members that meet certain service criteria, can qualify for paid time off for the purpose of rest, relaxation and planned time away from the workplace.

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Employee Support and Community Engagement - Our commitment to our Team Members does not stop with competitive salaries, development and benefits.

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Due to the incredible generosity and caring nature of our Team Members, the Trust is able to make meaningful monetary support to our Team Members who experience very difficult, often unexpected and catastrophic issues, in their lives.

Since 2017, the Trust has paid approximately $2.2 million to the benefit of over 1,500 Team Members who applied for support, including Team Members impacted by hurricanes and other natural disasters.

Since 2017, the Trust has paid approximately $2.5 million in response to over 1,900 applications from Team Members who applied for support, including Team Members impacted by hurricanes and other natural disasters.

We embrace the communities we serve, from feeding first responders to supporting non-profit organizations, especially in the Tampa Bay area of Florida, home to our U.S.

We are inspired by the generosity of our Team Members and encourage them to give back to their communities.

To facilitate this community engagement, field Team Members volunteer within their communities and RSC Team Members participate in an annual Community Service Day.

To facilitate this community engagement, field Team Members volunteer within their communities and U.S.

RSC Team Members participate in an annual Community Service Day.

In 2024, its 16th year, Team Members volunteered over 700 hours of service at 16 non-profit organizations in the Tampa Bay area.

In addition, during 2022 we implemented an annual matching gift and volunteer grant program for eligible 501(c)(3) non-profit organizations and provided a limited dollar-for-dollar match or grant for full-time RSC Team Members who made a personal charitable donation or volunteered for a minimum of ten hours during non-working hours.

We strive to be good stewards of our communities and environment by engaging with organizations dedicated to supporting strong communities and sustainable environmental practices, including:

• Big Brothers, Big Sisters

Roundtable for Sustainable Beef

• Boys & Girls Clubs

• Clean Energy Buyers Association

• Feeding America (Tampa Bay)

• Animal Agriculture Alliance

• Meals on Wheels

• Habitat for Humanity

RSC Team Members who made a personal charitable donation or volunteered for a minimum of ten hours during non-working hours.

BLOOMIN’ BRANDS, INC.

Information About Our Executive Officers - Below is a list of the names, ages, positions and a brief description of the business experience of each of our executive officers as of February 21, 2025:

NAME AGE POSITION

David Deno 66 Chief Executive Officer

Christopher Meyer 52 Executive Vice President, Chief Financial Officer

Lissette Gonzalez 50 Executive Vice President, Chief Supply Chain and Operations Excellence Officer

Mark Graff 44 Executive Vice President, President of Bonefish Grill and Fine Dining

Michael Healy 49 Executive Vice President, Global Business Development and Strategy

Kelly Lefferts 57 Executive Vice President, Chief Legal Officer and Secretary

Brett Patterson 55 Executive Vice President, President of Outback Steakhouse

Gregg Scarlett 62 Executive Vice President, Chief Operating Officer, Casual Dining Restaurants

Astrid Isaacs 47 Senior Vice President, Chief Technology Officer

Philip Pace 49 Senior Vice President, Chief Accounting Officer

Suzann Trevisan 52 Senior Vice President, Chief Human Resources Officer

David Deno has served as Chief Executive Officer and as a member of our Board of Directors since April 2019.

Deno previously served as our Executive Vice President and Chief Financial and Administrative Officer from October 2013 to April 2019 and as Executive Vice President and Chief Financial Officer from May 2012 to October 2013.

Prior to joining the Company, Mr.

Deno was Chief Financial Officer of the international division of Best Buy Co., Inc.

from December 2009 to May 2012.

Deno has also previously served as Chief Financial Officer and later Chief Operating Officer of Yum!

Christopher Meyer has served as Executive Vice President, Chief Financial Officer since April 2019.

Meyer previously served as Group Vice President, Finance, Treasury and Accounting from November 2017 to April 2019 and Group Vice President, Financial Planning & Analysis and Investor Relations from September 2014 to November 2017.

In February 2024, Mr.

Meyer notified the Company of his intention to retire from the Company in 2024, as disclosed in the Form 8-K filed with the Securities and Exchange Commission (“SEC”) on February 23, 2024.

Lissette Gonzalez has served as Executive Vice President, Chief Supply Chain and Operations Excellence Officer since October 2023.

Gonzalez served as Senior Vice President, Global Supply Chain Officer from April 2021 to October 2023;

Vice President, Global Supply Planning and Forecasting from April 2019 to April 2021;

and Vice President, Supply Planning and Forecasting from September 2014 to April 2019.

Mark Graff has served as Executive Vice President, President of Bonefish Grill and Fine Dining since November 2023.

Graff served as Senior Vice President, Development from April 2023 to November 2023;

Senior Vice President, Development, Financial Planning & Analysis and Investor Relations from May 2021 to April 2023;

Group Vice President, Corporate Finance and Investor Relations from February 2019 to May 2021;

and Vice President, Corporate Finance and Investor Relations from February 2016 to February 2019.

He also served as Treasurer from February 2019 to November 2020.

Graff joined the Company in 2012 and has held roles as Senior Director of Corporate Planning and Director of International Business Development.

Michael Healy has served as Executive Vice President, Global Business Development and Strategy since November 2023.

Healy served as Senior Vice President, President of Bonefish Grill from November 2021 to November 2023;

NAME AGE TITLE AND RECENT BUSINESS EXPERIENCE

Michael Spanos 60 Chief Executive Officer and member of the Board of Directors since September 2024.

Executive Vice President and Chief Operating Officer at Delta Airlines from June 2023 to August 2024.

Owner of Mike Spanos Associates, a business consulting firm, from January 2022 to May 2023.

President and Chief Executive Officer at Six Flags Entertainment Corporation from November 2019 to November 2021.

More than 25 years at PepsiCo, Inc.

in various roles including Chief Executive Officer of Asia, Middle East and North Africa, from October 2017 to November 2019.

Michael Healy 50 Chief Financial Officer and Executive Vice President, Global Business Development since April 2024.

Executive Vice President, Global Business Development and Strategy from November 2023 to April 2024.

Senior Vice President, President of Bonefish Grill from November 2021 to November 2023.

Senior Vice President, Field Operations and Innovation from April 2021 to November 2021.

1 unchanged sentence

Group Vice President, Finance for Outback Steakhouse from May 2015 to February 2019.

and Vice President, Development and Strategic Analytics from April 2012 to May 2015.

Healy joined the Company in 2009 as Director of Sales Forecasting and Analysis.

BLOOMIN’ BRANDS, INC.

Kelly Lefferts has served as Executive Vice President, Chief Legal Officer since July 2019.

Lefferts served as Group Vice President and U.S.

General Counsel of Bloomin’ Brands from September 2015 to July 2019 and Vice President and Assistant General Counsel of Bloomin’ Brands from January 2008 to September 2015.

She has also served as Secretary of Bloomin’ Brands since February 2016.

Brett Patterson has served as Executive Vice President, President of Outback Steakhouse since November 2023.

Patterson served as Senior Vice President, President of Outback Steakhouse from February 2020 to November 2023 and Group Vice President, Outback Operations from August 2017 to February 2020.

Gregg Scarlett has served as Executive Vice President, Chief Operating Officer, Casual Dining Restaurants since February 2020.

Scarlett previously served as Executive Vice President, President of Outback Steakhouse from July 2016 to February 2020;

Executive Vice President, President of Bonefish Grill from March 2015 to July 2016;

Senior Vice President, Casual Dining Restaurant Operations from January 2013 to April 2015;

and Senior Vice President of Operations for Outback Steakhouse from March 2010 to January 2013.

Scarlett will be leaving the Company on March 15, 2024, as disclosed in the Form 8-K filed with the SEC on October 3, 2023.

Astrid Isaacs has served as Senior Vice President, Chief Technology Officer since November 2021.

From July 2020 to November 2021, she was Vice President, Digital and Consumer Technology for Subway.

Prior to that, she served as our Vice President, Restaurant Technology from February 2020 to July 2020 and Director, International Information Technology from June 2015 to February 2020.

Philip Pace has served as Senior Vice President, Chief Accounting Officer since July 2022.

Pace previously served as Group Vice President and Controller from October 2015 to July 2022 and Vice President, Corporate Controller from July 2013 to October 2015.

Suzann Trevisan has served as Senior Vice President, Chief Human Resources Officer since September 2022.

Prior to joining Bloomin’ Brands, Ms.

Trevisan held a number of leadership positions with Owens Corning, including Vice President of Human Resources for the composites business from March 2018 to August 2022 and Vice President of Human Resources, Centers of Excellence from June 2 015 to March 2018.

Additional Information - We make available, free of charge, through our internet website www.bloominbrands.com, our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, Proxy Statements and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act, as soon as reasonably practicable after electronically filing such material with the SEC.

Lissette Gonzalez 51 Executive Vice President, Chief Commercial Officer since February 2025.

Executive Vice President, Chief Supply Chain and Operations Excellence Officer from October 2023 to February 2025.

Senior Vice President, Global Supply Chain Officer from April 2021 to October 2023.

Vice President, Global Supply Planning and Forecasting from April 2019 to April 2021.

Vice President, Supply Planning and Forecasting from September 2014 to April 2019.

Mark Graff 45 Executive Vice President, President of Bonefish Grill and Fine Dining since November 2023.

Senior Vice President, Development from April 2023 to November 2023.

Senior Vice President, Development, Financial Planning & Analysis and Investor Relations from May 2021 to April 2023.

Group Vice President, Corporate Finance and Investor Relations from February 2019 to May 2021.

Vice President, Corporate Finance and Investor Relations from February 2016 to February 2019.

Treasurer from February 2019 to November 2020.

Pat Hafner 51 Executive Vice President, Outback Steakhouse since January 2025.

President of Carrabba’s Italian Grill from May 2022 to January 2025.

Vice President of Operations, Carrabba’s Italian Grill from March 2018 to May 2022.

Kelly Lefferts 58 Executive Vice President, Chief Legal Officer and Secretary since July 2019.

Group Vice President and U.S.

General Counsel from September 2015 to July 2019.

Vice President and Assistant General Counsel from January 2008 to September 2015.

Lefferts has also served as Secretary since February 2016.

Philip Pace 50 Senior Vice President, Chief Accounting Officer since July 2022.

Group Vice President and Controller from October 2015 to July 2022.

Vice President, Corporate Controller from July 2013 to October 2015.

Our reports and other materials filed with the SEC are also available at www.sec.gov.

2 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business