Brinker International, Inc. 2025-2026 Proxy Voting Records

Description as filed by funds: Election of Directors: Cynthia L. Davis

Brinker International, Inc.’s own tally for this item (“Elect Director: Cynthia L. Davis”): 35,321,585 for, 242,685 against, per its Form 8-K filed November 24, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Matters voted upon by shareholders at that meeting were: Proposal 1 Each of the management's nominees, was elected, a director to hold office until the next Annual Meeting of Shareholders or until his or her successor is elected and qualified.”
Support: 99.3% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 106 asset managers below reported 18,610,290 for, 17,540 against, 7,055 abstained.

Showing the 25 largest of 106 asset managers. See all 106 in the interactive database.

Description as filed by funds: Election of Directors: Frances L. Allen

Brinker International, Inc.’s own tally for this item (“Elect Director: Frances L. Allen”): 35,234,155 for, 318,617 against, per its Form 8-K filed November 24, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Matters voted upon by shareholders at that meeting were: Proposal 1 Each of the management's nominees, was elected, a director to hold office until the next Annual Meeting of Shareholders or until his or her successor is elected and qualified.”
Support: 99.1% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 106 asset managers below reported 18,610,519 for, 17,312 against, 7,055 abstained.

Showing the 25 largest of 106 asset managers. See all 106 in the interactive database.

Description as filed by funds: Election of Directors: Frank D. Liberio

Brinker International, Inc.’s own tally for this item (“Elect Director: Frank D. Liberio”): 35,375,402 for, 189,944 against, per its Form 8-K filed November 24, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Matters voted upon by shareholders at that meeting were: Proposal 1 Each of the management's nominees, was elected, a director to hold office until the next Annual Meeting of Shareholders or until his or her successor is elected and qualified.”
Support: 99.4% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 106 asset managers below reported 18,604,520 for, 17,311 against, 7,055 abstained.

Showing the 25 largest of 106 asset managers. See all 106 in the interactive database.

Description as filed by funds: Election of Directors: Harriet Edelman

Brinker International, Inc.’s own tally for this item (“Elect Director: Harriet Edelman”): 34,247,885 for, 1,316,961 against, per its Form 8-K filed November 24, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Matters voted upon by shareholders at that meeting were: Proposal 1 Each of the management's nominees, was elected, a director to hold office until the next Annual Meeting of Shareholders or until his or her successor is elected and qualified.”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 106 asset managers below reported 18,533,235 for, 94,597 against, 7,055 abstained.

Showing the 25 largest of 106 asset managers. See all 106 in the interactive database.

Description as filed by funds: Election of Directors: James C. Katzman

Brinker International, Inc.’s own tally for this item (“Elect Director: James C. Katzman”): 35,237,550 for, 328,124 against, per its Form 8-K filed November 24, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Matters voted upon by shareholders at that meeting were: Proposal 1 Each of the management's nominees, was elected, a director to hold office until the next Annual Meeting of Shareholders or until his or her successor is elected and qualified.”
Support: 99.0% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 106 asset managers below reported 18,610,519 for, 17,312 against, 7,055 abstained.

Showing the 25 largest of 106 asset managers. See all 106 in the interactive database.

Description as filed by funds: Election of Directors: Joseph M. DePinto

Brinker International, Inc.’s own tally for this item (“Elect Director: Joseph M. DePinto”): 34,766,649 for, 798,267 against, per its Form 8-K filed November 24, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Matters voted upon by shareholders at that meeting were: Proposal 1 Each of the management's nominees, was elected, a director to hold office until the next Annual Meeting of Shareholders or until his or her successor is elected and qualified.”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 106 asset managers below reported 18,607,340 for, 20,491 against, 7,055 abstained.

Showing the 25 largest of 106 asset managers. See all 106 in the interactive database.

Description as filed by funds: Election of Directors: Kevin D. Hochman

Brinker International, Inc.’s own tally for this item (“Elect Director: Kevin D. Hochman”): 35,440,077 for, 125,273 against, per its Form 8-K filed November 24, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Matters voted upon by shareholders at that meeting were: Proposal 1 Each of the management's nominees, was elected, a director to hold office until the next Annual Meeting of Shareholders or until his or her successor is elected and qualified.”
Support: 99.6% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 106 asset managers below reported 18,627,580 for, 251 against, 7,055 abstained.

Showing the 25 largest of 106 asset managers. See all 106 in the interactive database.

Description as filed by funds: Election of Directors: Timothy A. Johnson

Brinker International, Inc.’s own tally for this item (“Elect Director: Timothy A. Johnson”): 35,409,176 for, 157,921 against, per its Form 8-K filed November 24, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Matters voted upon by shareholders at that meeting were: Proposal 1 Each of the management's nominees, was elected, a director to hold office until the next Annual Meeting of Shareholders or until his or her successor is elected and qualified.”
Support: 99.5% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 106 asset managers below reported 18,627,831 for, 7,055 abstained.

Showing the 25 largest of 106 asset managers. See all 106 in the interactive database.

Description as filed by funds: Election of Directors: William T. Giles

Brinker International, Inc.’s own tally for this item (“Elect Director: William T. Giles”): 34,563,082 for, 1,002,055 against, per its Form 8-K filed November 24, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Matters voted upon by shareholders at that meeting were: Proposal 1 Each of the management's nominees, was elected, a director to hold office until the next Annual Meeting of Shareholders or until his or her successor is elected and qualified.”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 106 asset managers below reported 18,591,334 for, 36,497 against, 7,055 abstained.

Showing the 25 largest of 106 asset managers. See all 106 in the interactive database.

Description as filed by funds: Election of Directors: Ramona T. Hood

Brinker International, Inc.’s own tally for this item (“Elect Director: Ramona T. Hood”): 35,499,915 for, 64,682 against, per its Form 8-K filed November 24, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Matters voted upon by shareholders at that meeting were: Proposal 1 Each of the management's nominees, was elected, a director to hold office until the next Annual Meeting of Shareholders or until his or her successor is elected and qualified.”
Support: 99.8% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 105 asset managers below reported 18,627,730 for, 7,055 abstained.

Showing the 25 largest of 105 asset managers. See all 105 in the interactive database.

Description as filed by funds: Advisory vote to Approve Named Executive Officer Compensation

Brinker International, Inc.’s own tally for this item (“3. The proposal on executive compensation as approved”): 34,195,055 for, 1,332,331 against, per its Form 8-K filed November 24, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Also reported under other wordings, matched to the same row of Brinker International, Inc.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “Advisory Vote to Approve Executive Compensation.” (9 managers, 97,131 for).

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports, all 100 managers: 18,494,090 for, 23,273 against, 7,055 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports, all 327 managers: 20,867,401 for, 885,822 against, 52,161 abstained, 722 not voted. Showing the 25 largest; see all in the interactive database.

Description as filed by funds: Ratification of the appointment of KPMG LLP as our Independent Registered Public Accounting Firm for the fiscal year 2026

Brinker International, Inc.’s own tally for this item (“2. Proposal to ratify the appointment of KPMG LLP as Independent Auditors for Fiscal 2026”): 38,189,677 for, 882,015 against — passed, per its Form 8-K filed November 24, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 2 The proposal to ratify the appointment of KPMG LLP as Independent Auditors for Fiscal 2026 was approved.”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Also reported under other wordings, matched to the same row of Brinker International, Inc.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “Ratify KPMG LLP as Auditors” (6 managers, Fund and manager reports combined; may count the same shares twice; no share total shown).

The 102 asset managers below reported 18,453,925 for, 81,456 against, 7,055 abstained.

Showing the 25 largest of 102 asset managers. See all 102 in the interactive database.