Starboard Value LP Reduces Beneficial Ownership in Bloomin' Brands Below 5% Threshold

On May 8, 2026, Starboard Value LP and its affiliates filed an amendment to their Schedule 13D regarding Bloomin' Brands, Inc. (BLMN). The filing reveals that the reporting persons have reduced their beneficial ownership to 4,180,992 shares, representing approximately 4.9% of the outstanding common stock. This reduction means the group has ceased to beneficially own more than 5% of the company's shares. The reporting persons, including Starboard Value & Opportunity Master Fund Ltd and Starboard X Master Fund Ltd, engaged in significant transactions on May 8, 2026, involving the sale of common stock and the simultaneous entry into cash-settled total return swap agreements. Specifically, the group sold 3,800,000 shares at a price of $8.12 per share and entered into swaps for the same number of notional shares. While these swaps provide economic exposure to approximately 9.3% of the outstanding shares (8,008,111 shares total), they do not carry voting or dispositive power. The shares were purchased using working capital, including potential margin loans.