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^*

NAHAS CAROLINE W

(Last)

(First)

(Middle)

450 NORTH BRAND BOULEVARD, 7TH FLOOR

(Street)

GLENDALE

91203

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Dine Brands Global, Inc. [ DIN ]

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

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2022

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)

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 (DIVIDEND EQUIVALENT RIGHTS)	⁽¹⁾	09/30/2022		A		12.192		⁽¹⁾	⁽¹⁾	COMMON STOCK	12.192	$0.00	1,531.68	D
RESTRICTED STOCK UNITS (DIVIDEND EQUIVALENT RIGHTS)	⁽²⁾	09/30/2022		A		13.836		⁽²⁾	⁽²⁾	COMMON STOCK	13.836	$0.00	1,738.203	D
DEFERRED STOCK UNITS (DIVIDEND EQUIVALENT RIGHTS)	⁽³⁾	09/30/2022		A		9.29		⁽³⁾	⁽³⁾	COMMON STOCK	9.29	$0.00	1,167.122	D

Explanation of Responses:

1. As previously reported, the reporting person was granted restricted stock units on March 4, 2022 that will vest on March 4, 2023. Dividend equivalent rights accrued on the previously reported restricted stock units and will vest proportionately with the restricted stock units to which they relate. Each dividend equivalent right is the economic equivalent of one share of common stock.

2. As previously reported, the reporting person was granted restricted stock units on February 22, 2018, which have vested and been deferred pursuant to the Issuer's Nonqualified Deferred Compensation Plan. The deferred stock units become payable in common stock on a one-for-one basis upon the reporting person's termination of service as a director. Dividend equivalent rights have accrued on the deferred stock units and will be paid at the same time as the deferred stock units to which they relate.

3. As previously reported, the reporting person was granted restricted stock units on February 25, 2019, which have vested and been deferred pursuant to the Issuer's Nonqualified Deferred Compensation Plan. The deferred stock units become payable in common stock on a one-for-one basis upon the reporting person's termination of service as a director. Dividend equivalent rights have accrued on the deferred stock units and will be paid at the same time as the deferred stock units to which they relate.

Remarks:

	/s/ Christine K. Son as attorney-in-fact for Caroline W. Nahas	10/04/2022
	** 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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