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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*
Peyton John W.

(Last) (First) (Middle)
450 N BRAND BLVD

(Street)
GLENDALE CA 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
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
01/07/2022
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)
Code V Amount (A) or (D) Price
COMMON STOCK 01/07/2022 M(1) 140.133 A $76.79 29,501 D
COMMON STOCK 01/07/2022 F(2) 70 D $76.79 29,431 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
RESTRICTED STOCK UNITS (DIVIDEND EQUIVALENT RIGHTS) (3) 01/07/2022 A 280.271 (3) (3) COMMON STOCK 280.271 $0.00 27,183.271 D
RESTRICTED STOCK UNITS (1) 01/07/2022 M(1) 140.133 (1) (1) COMMON STOCK 140.133 $0.00 27,043.138 D
Explanation of Responses:
1. This transaction represents the issuance of shares of common stock of the Issuer on January 7, 2022 in settlement of dividend equivalent rights that accrued on January 7, 2022 on restricted stock units that became vested on January 4, 2022. The fractional portion was paid out in cash in accordance with the award agreement.
2. These shares were withheld by the Issuer to satisfy the tax withholding obligations of the reporting person with respect to the settlement on January 7, 2022 of shares of common stock of the Issuer issued with respect to dividend equivalent rights held by the reporting person.
3. As previously reported, the reporting person was granted 53,805 restricted stock units on January 4, 2021 that vested as to one half on January 4, 2022 and will vest as to one half on January 4, 2023. On January 7, 2021, dividend equivalent rights accrued on the previously reported restricted stock units and vest proportionately with the restricted stock units to which they relate. Each dividend equivalent right is the economic equivalent of the dividend paid on one share of common stock, and is converted into additional restricted stock units of equal value.
Remarks:
/s/ Christine K. Son as attorney-in-fact for John W. Peyton 01/11/2022
** 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).
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.