DIN

• Howard M. Berk notified the Board of Directors of Dine Brands Global, Inc. on August 25, 2026, of his retirement.
• His retirement is effective September 3, 2026.
• The Board size will decrease from ten to nine members following Mr. Berk's departure.

5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements

• Net income available to common stockholders was $4.2 million, or $0.35 per diluted share, compared to $13.2 million, or $0.89 per diluted share, in Q2 2025.
• Adjusted EBITDA for Q2 2026 was $54.2 million, down from $56.2 million in Q2 2025.
• Applebee's comparable domestic same-restaurant sales decreased 1.8% year-over-year, while IHOP's increased 1.5%.
• The company maintained its fiscal 2026 guidance.

2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits

• Lawrence Y. Kim, President of the IHOP Business Unit, was appointed to the additional role of Chief Commercial Officer of Dine Brands Global, Inc., effective June 1, 2026.
• Beginning in 2027, Mr. Kim will be eligible for annual long-term equity incentive awards with a target grant date value of $2,000,000.
• He will receive a one-time retention award of restricted stock units with a maximum grant date value of $3,000,000, vesting on June 15, 2029, subject to performance targets and continuous employment.

5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · 9.01 Financial Statements and Exhibits

• Dine Brands Global, Inc. held its 2026 Annual Meeting of Stockholders on May 14, 2026.
• Stockholders ratified the appointment of KPMG LLP as independent auditor for fiscal 2026 with 9,728,152 votes for and 59,013 against.
• Advisory say-on-pay compensation proposal passed with 6,168,102 votes for and 1,131,217 against.
• Advisory proposal to allow stockholders to call a special meeting at a 25% ownership threshold passed, while a similar proposal at a 15% threshold failed.
• The report was filed under Item 5.07 to disclose the voting results of these stockholder matters.

5.07 Submission of Matters to a Vote of Security Holders

• The Board approved a new share repurchase program of up to $100 million, effective May 14, 2026, in addition to the existing program from February 2022.
• Approximately $51 million remained available under the existing repurchase program as of March 29, 2026.
• The company operates Applebee's, IHOP, and Fuzzy's Taco Shop brands, with nearly 3,500 global restaurants as of March 29, 2026.
• The press release was furnished as Exhibit 99.1 to the Form 8-K filed on May 14, 2026.

8.01 Other Events · 9.01 Financial Statements and Exhibits

• Net income available to common stockholders was $7.2 million, or $0.57 per diluted share, compared to $7.8 million, or $0.53 per diluted share, in Q1 2025.
• Applebee's domestic comparable same-restaurant sales increased 1.9% year-over-year; IHOP's were flat.
• Consolidated adjusted EBITDA was $50.8 million in Q1 2026, down from $54.7 million in Q1 2025.
• The company reiterated 2026 guidance: Applebee's and IHOP comp sales of 0% to 2%, and consolidated adjusted EBITDA of $220 million to $230 million.

2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits

• Q4 2025 net loss available to common stockholders was $12.3 million, or $(0.93) per diluted share, including a $29 million non-cash impairment charge.
• Non-GAAP adjusted net income for Q4 2025 was $19.4 million, or $1.46 per diluted share, versus $12.9 million, or $0.87 per share, in Q4 2024.
• For fiscal 2025, total revenues were $879.3 million, and net income available to common stockholders was $16.0 million, or $1.11 per diluted share.
• 2026 guidance includes consolidated adjusted EBITDA of $220-$230 million and Applebee's and IHOP domestic comparable same-restaurant sales growth of 0%-2%.
• During 2025, the company repurchased approximately $61 million of stock and paid approximately $31 million in dividends.

2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits

• On February 20, 2026, Dine Brands Global, Inc. announced a first quarter 2026 cash dividend of $0.19 per share of common stock.
• The dividend is payable on April 10, 2026, to stockholders of record as of the close of business on March 18, 2026.
• Dine Brands is the parent company of Applebee's, IHOP, and Fuzzy's Taco Shop, with nearly 3,500 restaurants across 20 international markets as of September 30, 2025.

8.01 Other Events · 9.01 Financial Statements and Exhibits