Sec Form 4 Filing - Kiernan Daniel J. @ DARDEN RESTAURANTS INC - 2020-07-26

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person Kiernan Daniel J. 2. Issuer Name and Ticker or Trading Symbol DARDEN RESTAURANTS INC [ DRI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) President, Olive Garden (Last) (First) (Middle) 1000 DARDEN CENTER DRIVE 3. Date of Earliest Transaction (MM/DD/YY) 07/26/2020 (Street) ORLANDO, FL32837 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 07/26/2020 M 38 A $ 0 ( 1 ) 38 I By Spouse Common Stock 07/26/2020 D 38 D $ 77.16 0 I By Spouse Common Stock 07/27/2020 M 52 A $ 0 ( 1 ) 52 I By Spouse Common Stock 07/27/2020 D 52 D $ 77.16 0 I By Spouse Common Stock 07/29/2020 M 59 A $ 0 ( 1 ) 59 I By Spouse Common Stock 07/29/2020 D 59 D $ 77.07 0 I By Spouse Common Stock 7,862.094 D Common Stock 130.6494 ( 2 ) I By 401k and Spouse's 401k

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Restricted Stock Units (DSU) ( 1 ) 07/26/2020 M 38 ( 3 ) 07/26/2021 Common Stock 38 $ 0 39 ( 4 ) I By Spouse Restricted Stock Units (DSU) ( 1 ) 07/27/2020 M 52 ( 5 ) 07/27/2021 Common Stock 52 $ 0 53 ( 4 ) I By Spouse Restricted Stock Units (DSU) ( 1 ) 07/29/2020 M 59 ( 6 ) 07/29/2020 Common Stock 59 $ 0 0 I By Spouse Restricted Stock Units (DSU) ( 1 ) 07/29/2020 A 337 ( 7 ) 07/29/2024 Common Stock 337 $ 0 337 ( 4 ) I By Spouse

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Kiernan Daniel J. 1000 DARDEN CENTER DRIVE ORLANDO, FL32837 President, Olive Garden Signatures Jessica P. Lange, Attorney-in-fact for Kiernan, Daniel J. 07/22/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Each restricted stock unit (Darden Stock Unit "DSU") is the economic equivalent of one share of DRI common stock. The restricted stock unit (DSU) becomes payable in cash upon vesting. ( 2 )Represents holdings in the unitized Darden stock fund under the company's 401k plan for both the reporting person and the reporting person's spouse as of plan statements dated June 23, 2020. 95.03 shares are owned by the reporting person's spouse's 401k. The reporting person disclaims beneficial ownership of these shares. ( 3 )Vests in two equal annual installments beginning on July 26, 2020. ( 4 )The reporting person disclaims beneficial ownership of these units. ( 5 )Vests in two equal annual installments beginning on July 27, 2020. ( 6 )Vested in two equal annual installments beginning on July 29, 2019. ( 7 )Vests in two equal installments beginning on July 29, 2023.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.