DEFA14A

DEFA14A 1 d87311ddefa14a.htm DEFA14A DEFA14A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of

the Securities Exchange Act of 1934

Filed by the Registrant ☒

Filed by a Party other than the Registrant ☐

Check the appropriate box:


☐		Preliminary Proxy Statement

☐		Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

☐		Definitive Proxy Statement

☒		Definitive Additional Materials

☐		Soliciting Material under §240.14a-12

Dine Brands Global, Inc.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check all boxes that apply):



☒		No fee required.

☐		Fee paid previously with preliminary materials

☐		Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11

LOGO

DINE BRANDS SM VOTE ENDORSEMENT_LINE SACKPACK MR A SAMPLE DESIGNATION (IF ANY) ADD 1 ADD 2 ADD 3 ADD 4 ADD 5 ADD 6 C 1234567890 Online Go to www.envisionreports.com/DIN or scan the QR code — login details are located in the shaded bar below. Votes submitted electronically must be received by 8:00 A.M., Mountain Time, on May 14, 2026. Stockholder Meeting Notice 1234 5678 9012 345 Important Notice Regarding the Availability of Proxy Materials for the Dine Brands Global, Inc. Annual Meeting of Stockholders to be Held on May 14, 2026. Under Securities and Exchange Commission rules, you are receiving this notice that the proxy materials for the Annual Meeting of Stockholders are available on the Internet. Follow the instructions below to view the materials and vote online or request a copy. The items to be voted on and location of the annual meeting are on the reverse side. Your vote is important! This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. We encourage you to access and review all of the important information contained in the proxy materials before voting. The Notice of 2026 Annual Meeting and Proxy Statement and 2025 Annual Report available at: www.envisionreports.com/DIN Easy Online Access — View your proxy materials and vote. Step 1: Go to www.envisionreports.com/DIN. Step 2: Click on Cast Your Vote or Request Materials. Step 3: Follow the instructions on the screen to log in. Step 4: Make your selections as instructed on each screen for your delivery preferences. Step 5: Vote your shares. When you go online, you can also help the environment by consenting to receive electronic delivery of future materials. Obtaining a Copy of the Proxy Materials – If you want to receive a copy of the proxy materials, you must request one. There is no charge to you for requesting a copy. Please make your request as instructed on the reverse side on or before May 1, 2026 to facilitate timely delivery. 2NOT COY 049CTB

LOGO

Stockholder Meeting Notice The 2026 Annual Meeting of Stockholders of Dine Brands Global, Inc. will be held on Thursday, May 14, 2026, 8:00 A.M., MDT, at 500 South Capitol Boulevard, Boise, Idaho 83702. Proposals to be voted on at the meeting are listed below along with the Board of Directors’ recommendations. The Board of Directors recommends a vote FOR all director nominees listed, FOR Proposals 2, 3 and 4, and AGAINST Proposal 5. 1. To elect ten directors named in the proxy statement to serve until the next annual meeting of stockholders and until their successors are elected and qualified. 2. Ratification of the appointment of KPMG LLP as the Corporation’s independent auditor for the 2026 fiscal year. 3. Approval, on an advisory basis, of the compensation of the Corporation’s named executive officers. 4. Approval, on an advisory basis, to provide stockholders the right to call a special meeting of the stockholders at a 25% ownership threshold. 5. A stockholder proposal regarding the right of stockholders to call a special meeting of stockholders at a 15% ownership threshold. PLEASE NOTE – YOU CANNOT VOTE BY RETURNING THIS NOTICE. To vote your shares you must go online or request a paper copy of the proxy materials to receive a proxy card. If you wish to attend and vote at the meeting, please bring this notice with you. Here’s how to order a copy of the proxy materials and select delivery preferences: Current and future delivery requests can be submitted using the options below. If you request an email copy, you will receive an email with a link to the current meeting materials. PLEASE NOTE: You must use the number in the shaded bar on the reverse side when requesting a copy of the proxy materials. — Internet – Go to www.envisionreports.com/DIN. Click Cast Your Vote or Request Materials. — Phone – Call us free of charge at 1-866-641-4276. — Email – Send an email to investorvote@computershare.com with “Proxy Materials Dine Brands Global, Inc.” in the subject line. Include your full name and address, plus the number located in the shaded bar on the reverse side, and state that you want a paper copy of the meeting materials. To facilitate timely delivery, all requests for a paper copy of proxy materials must be received by May 1, 2026.

SEC Form DEFA14A filed by Dine Brands Global Inc.