Msd Capital L P - Mar 4, 2023 Form 4 Insider Report for Dine Brands Global, Inc. (DIN)

Role: Director
Signature: MSD Capital, L.P. By: MSD Capital Management LLC Its: General Partner By: /s/ Marc R. Lisker Title: Manager
Stock symbol: DIN
Transactions as of: Mar 4, 2023
Transactions value $: $0
Form type: 4
Date filed: 3/7/2023, 07:43 PM
Previous filing: Mar 15, 2023
Next filing: Mar 10, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	DIN	Common Stock	Options Exercise		+1.54K	+4.84%		33.4K	Mar 4, 2023	See Footnotes	F1, F2, F3, F4, F5
holding	DIN	Common Stock						741K	Mar 4, 2023	Direct	F2, F3, F4, F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	DIN	Restricted Stock Units (Dividend Equivalent Rights)	Options Exercise	$0	-1.54K	-100%	$0.00^*	0	Mar 4, 2023	Common Stock	1.54K		See Footnotes	F1, F2, F3, F4, F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	On March 4, 2022, Howard M. Berk received 1,499 Restricted Stock Units ("RSUs") that were to be settled on vesting in shares of common stock on March 4, 2023. As previously reported, Mr. Berk has received dividend equivalent rights in connection with these RSUs. This transaction represents the vesting and settlement of the RSUs and the dividend equivalent rights in shares of common stock of the Issuer.
F2	This statement is jointly filed by and on behalf of each of MSD Capital, L.P. ("MSD Capital"), Coral Rock Investments, L.P. ("Coral Rock") and Michael S. Dell. MSD Capital is the general partner of Coral Rock and may be deemed to beneficially own securities owned by Coral Rock. MSD Capital Management LLC ("MSD Capital Management") is the general partner of MSD Capital and may be deemed to beneficially own securities owned by MSD Capital. Each of Gregg R. Lemkau and Marc R. Lisker is a manager of MSD Capital Management and may be deemed to beneficially own securities owned by MSD Capital Management. Michael S. Dell is the controlling member of MSD Capital Management and may be deemed to beneficially own securities owned by MSD Capital Management. Each of Messrs. Dell, Lemkau and Lisker disclaims beneficial ownership of such securities except to the extent of any pecuniary interest therein. [footnote cont']
F3	[continuation] Mr. Berk is a representative of MSD Capital and each reporting person may be deemed to beneficially own securities owned by Mr. Berk.
F4	Each reporting person states that neither the filing of this statement nor anything herein shall be deemed an admission that such person is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Act"), or otherwise, the beneficial owner of any securities covered by this statement. Each reporting person disclaims beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such person in such securities.
F5	Each reporting person may be deemed to be a member of a group with respect to the issuer or securities of the issuer for purposes of Section 13(d) or 13(g) of the Act. Each reporting person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, a member of a group with respect to the issuer or securities of the issuer.