SEC FORM 4

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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

1. Name and Address of Reporting Person^*

Schmidt David Peter

(Last)

(First)

(Middle)

2202 NORTH WEST SHORE BLVD., STE. 500

(Street)

TAMPA

33607

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Bloomin' Brands, Inc. [ BLMN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP & Pres. Bonefish Grill

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2018

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	10/01/2018		M		2,500⁽¹⁾	A	$0	7,800	D
Common Stock	10/01/2018		F		609⁽²⁾	D	$19.79	7,191	D

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	$0.0⁽³⁾	10/01/2018		M			2,500⁽⁴⁾	⁽⁵⁾	⁽⁶⁾	Common Stock	2,500	$0	0	D
Restricted Stock Units	$0.0⁽³⁾							⁽⁷⁾	⁽⁶⁾	Common Stock	7,049		7,049	D
Restricted Stock Units	$0.0⁽³⁾							⁽⁸⁾	⁽⁶⁾	Common Stock	7,482		7,482	D
Restricted Stock Units	$0.0⁽³⁾							⁽⁹⁾	⁽⁶⁾	Common Stock	12,500		12,500	D
Restricted Stock Units	$0.0⁽³⁾							⁽¹⁰⁾	⁽⁶⁾	Common Stock	1,362		1,362	D
Restricted Stock Units	$0.0⁽³⁾							⁽¹¹⁾	⁽⁶⁾	Common Stock	625		625	D
Restricted Stock Units	$0.0⁽³⁾							⁽¹²⁾	⁽⁶⁾	Common Stock	828		828	D
Stock Option (right to buy)	$24.1							⁽¹³⁾	02/23/2028	Common Stock	16,507		16,507	D
Stock Option (right to buy)	$17.27							⁽¹⁴⁾	02/24/2027	Common Stock	23,763		23,763	D
Stock Option (right to buy)	$17.96							⁽¹⁵⁾	08/01/2026	Common Stock	100,000		100,000	D
Stock Option (right to buy)	$17.15							⁽¹⁶⁾	02/25/2026	Common Stock	8,463		8,463	D
Stock Option (right to buy)	$25.36							⁽¹⁷⁾	02/26/2025	Common Stock	4,000		4,000	D
Stock Option (right to buy)	$25.32							⁽¹⁸⁾	02/27/2024	Common Stock	2,434		2,434	D
Stock Option (right to buy)	$17.4							⁽¹⁸⁾	02/26/2023	Common Stock	4,232		4,232	D

Explanation of Responses:

1. These shares of common stock were acquired upon the vesting and settlement of certain restricted stock units.

2. These shares were delivered to the issuer to pay for the applicable withholding tax due upon vesting of certain restricted stock units.

3. Each restricted stock unit represents a contingent right to receive one share of common stock of the issuer.

4. These restricted stock units were surrendered in exchange for shares of common stock of the issuer.

5. These restricted stock units, in the original grant amount of 10,000, began vesting in four equal annual installments on October 1, 2015.

6. This field is not applicable.

7. These restricted stock units, in the original grant amount of 7,049, will begin vesting in four equal annual installments on February 23, 2019.

8. These restricted stock units, in the original grant amount of 9,976, began vesting in four equal annual installments on February 24, 2018.

9. These restricted stock units, in the original grant amount of 25,000, began vesting in four equal annual installments on August 1, 2017.

10. These restricted stock units, in the original grant amount of 2,723, began vesting in four equal annual installments on February 25, 2017.

11. These restricted stock units, in the original grant amount of 2,500, began vesting in four equal annual installments on September 1, 2016.

12. These restricted stock units, in the original grant amount of 3,310, began vesting in four equal annual installments on February 26, 2016.

13. These stock options, in the original grant amount of 16,507 will begin vesting in four equal annual installments on February 23, 2019.

14. These stock options, in the original grant amount of 23,763, began vesting in four equal annual installments on February 24, 2018.

15. These stock options, in the original grant amount of 100,000, began vesting in four equal annual installments on August 1, 2017.

16. These stock options, in the original grant amount of 8,463, began vesting in four equal annual installments on February 25, 2017.

17. These stock options, in the original grant amount of 4,000, began vesting in four equal annual installments on February 26, 2016.

18. These stock options are fully vested.

Remarks:

	/s/ Kelly Lefferts, as Attorney-in-Fact	10/02/2018
	** Signature of Reporting Person	Date
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).
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