DEF 14A

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 Rule 240.14a-12

DENNY’S CORPORATION

(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 the appropriate box):


☒		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

April 4, 2024

203 E. Main Street

Spartanburg, South Carolina 29319

To Our Stockholders:

In 2023, we celebrated the 70th anniversary of Denny’s, a testament to the enduring success of this great brand. The Denny’s Franchisee Association convention this year was an incredible opportunity to gather with our franchise partners, celebrate all that we have accomplished together, talk about our business today, and rally together for our future.

We used our time together to share plans to continue strengthening and transforming the Denny’s brand through refocused strategic priorities and to showcase some new leadership and bold thinking. Needless to say, our franchise partners are just as excited as we are about the clear alignment of strategies and initiatives that will strengthen both top and bottom-line results while continuing to grow the Denny’s brand.

The recently installed kitchen equipment at Denny’s is yielding operational efficiencies in our restaurants and empowering our product development team to elevate the quality of our menu with new craveable products our guests will love. We are beginning to install our new cloud-based POS system which we believe will contribute to additional operational efficiencies and equip our restaurant operators to deliver an enhanced customer experience.

Our marketing team is continually optimizing our targeted messaging and delivering across effective channels to drive engagement and awareness with our target guests. This includes awareness of our new premium products and great value options. Further, our off-premises technology and infrastructure remain a competitive strength, and our virtual concepts, The Meltdown, The Burger Den and Banda Burrito, continue to drive consistent incremental sales.

While we remain focused on the long-term revitalization of the Denny’s brand, we are also focused on expanding the reach of Keke’s Breakfast Café. We have assembled a strong and talented leadership team at Keke’s and completed important foundational work to prepare this daytime eatery concept for accelerated growth. With an enhanced image and refined menu, Keke’s is ready to expand into multiple states. We were honored by the warm welcome we received from a recent opening in the Nashville market. Continued excitement from franchisees has contributed to a growing development pipeline with plans for nearly 100 future Keke’s Breakfast Cafés.

We have built a diverse and inclusive workforce through our commitment to embracing the unique qualities of each employee and valuing differences in thought, culture, and experiences. In support of this commitment, we continually remind our teams of our Guiding Principles: 1) People First, 2) Embrace Openness, 3) the Power of We, 4) Pursue Excellence, and 5) Celebrate our Heritage.

Feeding our guests’ minds, bodies and souls is our purpose and the reason we exist, and we are determined to fulfill that purpose while operating as a responsible steward for our planet and our people. That is why Denny’s purchasing decisions are guided by a commitment to animal welfare and responsible sourcing. We have made great strides to reduce energy and waste and will continue dedicating resources to make our business more sustainable. Through our partnership with No Kid Hungry, we have raised a cumulative $13.5 million for children facing hunger in the United States.

Sound strategies and effective leadership teams with a long-term focus have contributed to Denny’s 70 years of success. Continued oversight of these strategies by our diverse and experienced Board, coupled with officer equity holding requirements, promise to ensure that our focus on near-term success remains aligned with long-term stockholder interest and ultimately the fulfillment of our purpose for many years to come.

Thank you for your continued interest and ongoing support.


With Respect and Gratitude,


Brenda J. Lauderback		Kelli Valade
Board Chair		CEO

DENNY’S CORPORATION

NOTICE OF 2024 ANNUAL MEETING OF

STOCKHOLDERS



When	Where	Record Date

Date and Time May 15, 2024 11:00 AM (Eastern Time)	Online at www.virtualshareholdermeeting.com/DENN2024	Stockholders as of March 19, 2024 are entitled to vote.

VOTING ITEMS



Proposals	Board Vote Recommendation	For Further Details
1. To elect the eight (8) directors named in this proxy statement	✓ FOR each director nominee	See page 7

2. To ratify the selection of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 25, 2024	✓ FOR	See page 17

3. To approve, on an advisory basis, the compensation paid to the Company’s named executive officers as disclosed in this proxy statement	✓ FOR	See page 19

4. To vote on a stockholder proposal that asks the Company to disclose its current greenhouse gas (“GHG”) emissions, emissions data for any previous year during which they’ve been measured, and targets for further reducing its emissions with progress meeting the goals to be disclosed regularly	× AGAINST	See page 45

5. To vote on a stockholder proposal that asks the Company to publish measurable, time-bound targets for eliminating (or at least significantly reducing) gestation crates in its pork supply and regularly report progress meeting them	× AGAINST	See page 47

Stockholders will also transact such other business as may properly come before the annual meeting of the stockholders to be held on May 15, 2024 (the “Annual Meeting”), or any adjournment or postponement thereof.

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE STOCKHOLDER MEETING TO BE HELD ON MAY 15, 2024

The proxy statement and the 2023 Annual Report of Denny’s Corporation are available at http://materials.proxyvote.com/24869P.

YOUR VOTE IS IMPORTANT

We are committed to ensuring, to the extent possible, that stockholders will be afforded the ability to participate at the virtual meeting similarly to how they would participate at an in-person meeting. The question and answer session will include questions submitted in advance of, and questions submitted live during, the Annual Meeting. You may submit a question in advance of the meeting at www.proxyvote.com after logging in with your unique 16-digit control number (“Control Number”) found on your proxy card or voting instruction form (“VIF”). Questions may be submitted during the Annual Meeting through www.virtualshareholdermeeting.com/DENN2024.

We encourage you to access the Annual Meeting before it begins. Online check-in will start approximately thirty minutes before the Annual Meeting begins at 11:00 a.m. (Eastern Time) on May 15, 2024.

Whether or not you plan to attend the Annual Meeting, we urge you to cast your vote in advance of the Annual Meeting via one of the methods described below and in the attached Proxy Statement. The Proxy Statement contains important information for you to consider when deciding how to vote on the above items. You do not need to attend the Annual Meeting in order to vote.

By Order of the Board of Directors

LOGO

Gail Sharps Myers

Executive Vice President, Chief Legal & Administrative Officer

& Corporate Secretary

PROXY STATEMENT TABLE OF CONTENTS


	Page

I. GENERAL		1
A. Introduction		1
B. Stockholder Voting		1
1. Voting by Proxy		1
2. Voting at the Meeting		1
3. Voting Requirements		2
C. Participating in the Annual Meeting		2
D. Fiscal 2023 Business Highlights		2
E. Capital Events and Announced Strategic Brand Investments		3
F. Stockholder Returns		3
G. Equity Security Ownership		4
1. Principal Stockholders		4
2. Management		5
3. Equity Compensation Plan Information		6

II. ELECTION OF DIRECTORS		7
A. Nominees for Election as Directors of Denny’s Corporation		7
B. Board of Directors		7
C. Director Term Limits and Retirement Age and Succession Planning		8
D. Business Experience/Director Qualifications		8
E. Corporate Governance		11
1. Audit and Finance Committee		12
a) Summary of Responsibilities		12
b) Audit Committee Financial Experts		12
c) Audit Committee Report		12
2. Compensation and Incentives Committee		13
a) Summary of Responsibilities		13
b) Process for Determination of Executive and Director Compensation		13
c) Compensation Risk Assessment		13
d) Compensation Committee Interlocks and Insider Participation		14
e) Compensation Committee Report		14
3. Corporate Governance and Nominating Committee		14
a) Summary of Responsibilities		14
b) Corporate Governance Policy and Practice		14
c) Director Nominations Policy and Process		14
d) Board Diversity		16
4. Board Leadership Structure and Risk Oversight		16
5. Board Meeting Information		16
6. Communications Between Security Holders and Board of Directors		16
7. Stockholder Engagement		16
8. Board Member Attendance at Annual Meetings of Stockholders		16
F. Director Compensation		16


	Page

III. SELECTION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM		17
A. 2023 and 2022 Audit Information		17
B. Audit Committee’s Pre-approval Policies and Procedures		17

IV. ADVISORY VOTE ON EXECUTIVE COMPENSATION		19

V. EXECUTIVE COMPENSATION		20
A. Compensation Discussion and Analysis		20
1. Executive Summary		21
2. Fiscal 2023 Executive Compensation Overview		22
3. Consideration of Previous Say-On-Pay Vote		23
4. Executive Compensation Program Structure – Objective and Design		24
5. Peer Group and Competitive Market Data		26
6. Base Salary		27
7. Annual Cash Incentives		27
8. Long-Term Equity Incentives		29
9. Benefits and Perquisites		31
10. Post-Termination Payments		31
11. Compensation and Corporate Governance Best Practices		31
B. 2023 Summary Compensation Table		33
C. 2023 Grants of Plan-Based Awards		34
D. 2023 Outstanding Equity Awards at Fiscal Year-End		35
E. 2023 Stock Vested		36
F. 2023 Nonqualified Deferred Compensation		36
G. Summary of Termination Payments and Benefits		37
H. CEO Pay Ratio		39
I. 2023 Pay Versus Performance		40
J. 2023 Director Compensation		44

VI. STOCKHOLDER PROPOSALS		45

VII. RELATED PARTY TRANSACTIONS		49

VIII. CODE OF ETHICS		49

IX. DENNY’S ESG COMMITMENT		50

X. OTHER MATTERS		52
A. Expenses of Solicitation		52
B. Discretionary Proxy Voting		52
C. 2025 Stockholder Proposals		52
D. Electronic Access to Future Proxy Materials and Annual Reports		52
E. Householding of Annual Meeting Materials		52

XI. FORM 10-K		53

XII. APPENDIX A		A-1

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS This proxy statement contains forward-looking statements. All statements contained in this proxy statement other than statements of historical fact, including statements relating to trends in or expectations relating to the expected effects of our initiatives, strategies, and plans, as well as trends in or expectations regarding our financial results and long-term growth model and drivers, and regarding our business strategy and plans and our objectives for future operations, are forward-looking statements. The words “can,” “believe,” “may,” “will,” “continue,” “anticipate,” “intend,” “expect,” “seek,” and similar expressions are intended to identify forward-looking statements. We have based these forward-looking statements largely on our current expectations and projections about future events and trends. These statements are subject to a variety of risks and uncertainties that could cause actual results to differ materially from expectations. These risks and uncertainties include, but are not limited to, the risks detailed in our filings with the Securities and Exchange Commission, including the Risk Factors section of our Annual Report on Form 10-K for the fiscal year ended December 27, 2023. New risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements we may make. In light of these risks, uncertainties, and assumptions, the future events and trends discussed in this proxy statement may not occur and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. You should not rely upon forward-looking statements as predictions of future events. The events and circumstances reflected in the forward-looking statements may not be achieved or occur. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results. We assume no obligation to update any of these forward-looking statements after the date of this proxy statement.


Denny’s 2024 Proxy Statement

PROXY STATEMENT

April 4, 2024

GENERAL

Introduction

The Annual Meeting of Stockholders of Denny’s Corporation, a Delaware corporation, will be held virtually on Wednesday, May 15, 2024, at 11:00 a.m. Eastern Time (the “Annual Meeting”), for the purposes set forth in the accompanying Notice of Meeting. This Proxy Statement is furnished in connection with the solicitation of proxies by the Board of Directors of Denny’s Corporation (the “Board”) to be used at the upcoming Annual Meeting. The information provided herein concerns not only Denny’s Corporation, but also its wholly-owned subsidiaries including, but not limited to, Denny’s, Inc. and Keke’s, Inc. Substantially all operations of the Denny’s Corporation’s wholly-owned subsidiaries are currently conducted through Denny’s, Inc. and Keke’s, Inc., respectively. Because the Annual Meeting is virtual and being held via live webcast, stockholders will not be able to attend the Annual Meeting in person but may participate by joining the live webcast as further described below.

Stockholder Voting

You may vote at the Annual Meeting either by proxy or personally at the Annual Meeting. Only holders of record of common stock of Denny’s Corporation, par value $0.01 per share (the “Common Stock”), as of the close of business on March 19, 2024 (the “Record Date”) will be entitled to notice of, and to vote at, the Annual Meeting. This Proxy Statement is first being made available to each such stockholder beginning on or about April 4, 2024.

Voting by Proxy

To vote by proxy, you must either properly execute and return (prior to the Annual Meeting) the proxy card or follow the instructions set forth in the enclosed proxy card to vote by phone or on the Internet. Where you have appropriately specified how your proxy is to be voted, it will be voted accordingly. If no specifications are made, your proxy will be voted (i) in favor of the eight (8) nominees to the Board; (ii) in favor of the selection of KPMG LLP as the independent registered public accounting firm of Denny’s Corporation and its subsidiaries (collectively, the “Company”) for the fiscal year ending December 25, 2024; (iii) in favor of the non-binding advisory resolution to approve the compensation of the Company’s named executive officers, as described herein; (iv) against a stockholder proposal that asks the Company to disclose its current greenhouse gas (“GHG”) emissions, emissions data for any previous year during which they’ve been measured, and targets for further reducing its emissions with progress meeting the goals to be disclosed regularly; and (v) against a stockholder proposal that asks the Company to publish measurable, time-bound targets for eliminating (or at least significantly reducing) gestation crates in its pork supply and regularly report progress meeting them. The Company does not know of any matter that is not referred to herein to be presented for action at the Annual Meeting. If any other matter of business is brought before the Annual Meeting, the proxy holders may vote the proxies at their discretion.

If you execute a proxy, you may revoke it at any time before it is exercised by delivering a written notice to Gail Sharps Myers, Executive Vice President, Chief Legal & Administrative Officer and Corporate Secretary of Denny’s Corporation prior to the date of the Annual Meeting at Denny’s Corporation’s corporate offices, 203 East Main Street, Spartanburg, South Carolina 29319, by executing and delivering a later-dated proxy, or by participating in the virtual meeting and voting online. If you vote by telephone or by accessing the Internet voting website (which is separate from the meeting website described further below), you may also revoke your proxy by re-voting using the same procedure no later than 11:59 p.m. Eastern Time on Tuesday, May 14, 2024.

Voting at the Meeting

Many of our stockholders hold their shares through stockbrokers, banks, or other nominees, rather than directly in their own names. If your shares are registered directly in your name with our transfer agent, Continental Stock Transfer & Trust Company, you are a stockholder of record. As a stockholder of record, you have the right to grant your voting proxy directly to the Company and vote your shares by proxy in the manner described above, or you may personally vote your shares at the Annual Meeting. To participate and vote personally at the meeting, visit www.virtualshareholdermeeting.com/DENN2024, using the 16-digit control number on the Notice of Internet Availability of Proxy Materials (the “Notice”) or proxy card. Even if you plan to participate in the meeting, we recommend that you vote in advance by proxy, in case you later change your mind and determine not to participate in the meeting.

If your shares are held in a stock brokerage account or by a bank or other nominee, you are the beneficial owner of shares held in street name, and these proxy materials are being forwarded to you by your broker or other nominee, who is considered to be the stockholder of record. As the beneficial owner, you have the right to tell your nominee how to vote, and you are also invited to attend the Annual Meeting online. However, since you are not the stockholder of record, you may not vote your shares at the Annual Meeting online unless you obtain a legal proxy from your nominee authorizing you to do so. Your nominee has sent you instructions on how to direct the nominee’s vote. You may vote by following those instructions and the instructions in the Notice.


		1

General

Stockholder Voting

Voting Requirements

At the Annual Meeting, holders of Common Stock will have one vote per share and a quorum, consisting of a majority of the outstanding shares of Common Stock as of the Record Date, represented in person or by proxy, will be required for the transaction of business by stockholders. A quorum being present, directors will be elected and the other actions proposed in the accompanying Notice of Meeting will be decided by a majority of votes cast on the matter. Abstentions and broker non-votes will be counted for purposes of determining whether a quorum has been reached, but will not be counted in determining the number of shares voted “for” or “against” any director-nominee or on any other proposal, and therefore will not affect the outcome of any proposal. As of the close of business on the Record Date, 52,146,219 shares of Common Stock were issued and outstanding and entitled to be voted at the Annual Meeting.

Participating in the Annual Meeting

This year’s Annual Meeting will be a completely virtual meeting of stockholders and will be webcast live over the Internet. Please go to www.virtualshareholdermeeting.com/DENN2024 for instructions on how to participate in the Annual Meeting. Any stockholder may participate and listen live to the webcast of the Annual Meeting over the Internet at such site. Stockholders as of the Record Date may vote and submit questions either in advance of or while participating in the Annual Meeting via the Internet by using the 16-digit control number included in the Notice or proxy card that accompanied these proxy materials. The webcast starts at 11:00 a.m. Eastern Time. We encourage you to access the meeting prior to the start time. If you encounter any difficulties accessing the virtual meeting during the check-in or meeting time, please call the technical support number that will be posted on the Virtual Stockholder Meeting log-in page.

Fiscal 2023 Business Highlights

Beyond celebrating 70 years of delighting Denny’s guests, 2023 was an important year that established a foundation for the future transformation of our flagship Denny’s brand and for the accelerating development of Keke’s Breakfast Café. We introduced a powerful new strategic framework with a heightened focus on our key initiatives, which are designed to reignite everything that has differentiated our business since 1953.

Our enhanced focus has yielded a better and deeper understanding of our guests and how Denny’s can deliver the products and experiences they crave. Newly installed kitchen equipment across the domestic system is delivering operational efficiencies and empowering the development of new and enhanced craveable products. We anticipate additional operational efficiencies and an elevated customer experience as we roll out our new POS system.

The strong leadership team we have assembled at Keke’s Breakfast Café has overseen a redesign of its menu and café image. Completion of these critical steps established the foundation for this brand to begin expanding into multiple states. We were excited by the successful opening of our first location in the Nashville market, and we are ready to support the 14 franchisees who have signed development agreements to open nearly 100 future cafés.

While the restaurant operating environment has remained choppy, our leadership team, franchise partners and restaurant operators remained focused on providing a positive guest experience, ultimately delivering the following results:

Denny’s Domestic System-Wide

Same-Restaurant Sales

Growth⁽¹⁾:

3.6%

vs. 2022

Restaurant Openings:

contributing to

1,631 restaurants globally (including Keke’s Breakfast Cafe)

Adjusted EBITDA⁽²⁾:

$81.5 million

Adjusted Free Cash Flow⁽²⁾:

$44.7 million

⁽¹⁾

Same-restaurant sales include sales at company restaurants and non-consolidated franchised and licensed restaurants that were open during the comparable periods noted. Total operating revenue is limited to company restaurant sales and royalties, advertising revenue, fees and occupancy revenue from non-consolidated franchised and licensed restaurants. Accordingly, domestic franchise same-restaurant sales and domestic system-wide same-restaurant sales should be considered as a supplement to, not a substitute for, the Company’s results as reported under GAAP.

⁽²⁾	Please refer to the Reconciliation of Net Income (“Loss”) and Net Cash Provided by Operating Activities to Non-GAAP Financial Measures included in Appendix A.


Denny’s 2024 Proxy Statement		2

General

Capital Events and Announced Strategic Brand Investments

Denny’s has committed approximately $13 million to assist franchisees toward the $65 million rollout of new kitchen equipment and restaurant technology, in addition to new incentives to accelerate new restaurant development.

Capital Structure

• Successfully refinanced Denny’s amended and restated $350 million revolving credit facility in 2021 to a new five-year $400 million credit facility with enhanced flexibility for brand investments and share repurchases

• Strong balance sheet with conservative debt leverage at 3.3x Adjusted EBITDA at year end

Kitchen Modernization

• Completed rollout of new kitchen equipment with near-term benefits through kitchen efficiency and productivity while also reducing food waste

• Long-term benefits through menu enhancements with new and improved product offerings

Restaurant Technology

• More personalized and seamless guest experience with revamped website and mobile app

• Deployment of new cloud-based restaurant technology platform has begun and we anticipate improved restaurant efficiencies and enhancements to the overall guest experience while also providing a foundation for future innovation

Restaurant Development

• Upfront cash incentive to support existing Denny’s domestic development commitments

• Accelerating the long-term development of Keke’s Breakfast Cafe restaurants

Stockholder Returns

In recent years, Denny’s has maintained active share repurchase programs as a means of creating shareholder value for its investors. Denny’s returned nearly $148 million to stockholders through share repurchases over the last three years, yielding approximately $100 million in remaining share repurchase authorization at the end of fiscal 2023.

The Company temporarily suspended its share purchase program on February 27, 2020 to offset the impact of COVID-19. The suspension continued through the Company’s August 26, 2021 announced successful refinance of its credit facility and relaunch of its share repurchase program.

LOGO


		3

General

Equity Security Ownership

Principal Stockholders

The following table sets forth the beneficial ownership of Common Stock by each stockholder known by the Company as of March 19, 2024, unless otherwise indicated, to own more than 5% of the outstanding shares of Common Stock. As of March 19, 2024, 52,146,219 shares of the Common Stock were issued and outstanding and entitled to be voted at the Annual Meeting.


Name and Address	Amount and Nature of Beneficial Ownership	Percentage of Common Stock

Allspring Global Investments Holdings, LLC (and related entities) 1415 Vantage Park Drive 3rd Floor Charlotte, NC 28203	8,093,427⁽¹⁾	15.5%

BlackRock, Inc. (and related entities) 50 Hudson Yards New York, NY 10001	4,034,194⁽²⁾	7.7%

The Vanguard Group, Inc. 100 Vanguard Blvd., Malvern, PA 19355	3,245,926⁽³⁾	6.2%

Wellington Management Group LLP (and related entities) 280 Congress Street Boston, MA 02210	3,165,633⁽⁴⁾	6.1%

Managed Account Advisors LLC 101 Hudson Street 9th Floor Jersey City, NJ 07302	2,985,921⁽⁵⁾	5.7%

⁽¹⁾

Based upon the Schedule 13G/A filed with the Securities and Exchange Commission (the “SEC”) on January 12, 2024, Allspring Global Investments Holdings, LLC, a parent holding company, is the beneficial owner of 8,093,427 shares, has sole voting power with respect to 7,433,251 shares and sole investment power with respect to 8,093,427 shares. Aggregate beneficial ownership reported by Allspring Global Investments Holdings, LLC is on a consolidated basis and includes beneficial ownership of Allspring Global Investments, LLC and Allspring Funds Management, LLC.

⁽²⁾

Based upon the Schedule 13G/A filed with the SEC on January 26, 2024, BlackRock, Inc., as a parent holding company, is the beneficial owner of 4,034,194 shares and has sole voting power with respect to 3,945,159 shares and sole investment power with respect to 4,034,194 shares. Aggregate beneficial ownership reported by BlackRock, Inc. is on a consolidated basis and includes beneficial ownership of its subsidiaries BlackRock (Netherlands) B.V., BlackRock Advisors, LLC, BlackRock Asset Management Canada Limited, BlackRock Asset Management Ireland Limited, BlackRock Asset Management Schweiz AG, BlackRock Financial Management, Inc., BlackRock Fund Advisors, BlackRock Institutional Trust Company, National Association, BlackRock Investment Management (Australia) Limited, BlackRock Investment Management (UK) Limited, Aperio Group, LLC, BlackRock Fund Managers Limited and BlackRock Investment Management, LLC.

⁽³⁾

Based upon the Schedule 13G/A filed with the SEC on February 13, 2024, The Vanguard Group, Inc., as an investment advisor and parent holding company, is the beneficial owner of 3,245,926 shares and has shared voting power with respect to 99,849 shares, sole investment power with respect to 3,099,826 shares and shared investment power with respect to 146,100 shares.

⁽⁴⁾

Based upon the Schedule 13G/A filed with the SEC on February 8, 2024, Wellington Management Group, LLP as a parent holding company along with Wellington Group Holdings LLP and Wellington Investment Advisors Holdings LLP are the beneficial owners of 3,165,633 shares and have shared voting power with respect to 2,957,098 shares and shared investment power with respect to 3,165,633 shares. Wellington Management Company LLP, an investment adviser, is deemed to be the beneficial owner of 2,980,252 shares and has shared voting power with respect to 2,771,717 shares and shared investment power respect to 2,980,252 shares.

⁽⁵⁾	Based upon the Schedule 13G filed with the SEC on February 9, 2024, Managed Account Advisors LLC, as an investment advisor, is the beneficial owner of 2,985,921 shares and has sole investment power with respect to 2,372,514 shares and has shared investment power with respect to 613,407 shares.


Denny’s 2024 Proxy Statement		4

General

Equity Security Ownership

Management

The following table sets forth, as of March 19, 2024, the beneficial ownership of Common Stock by: (i) each current member of the Board, (ii) each director nominee of Denny’s Corporation to the Board, (iii) each named executive officer included in the 2023 Summary Compensation Table elsewhere in this Proxy Statement, and (iv) all current directors and executive officers of Denny’s Corporation as a group. Except as otherwise noted, the persons named in the table below have sole voting and investment power with respect to all shares shown as beneficially owned by them.



Name	Amount and Nature of Beneficial Ownership⁽¹⁾			Percentage of Common Stock

Bernadette S. Aulestia		62,161		*

Olu Beck		27,723		*

Gregg R. Dedrick		144,301		*

José M. Gutiérrez		131,344		*

Brenda J. Lauderback		190,666		*

John C. Miller		759,741		1.5%

Kelli F. Valade		79,134		*

Laysha Ward		153,809		*

John W. Dillon		22,639	⁽²⁾	*

Stephen C. Dunn		135,161		*

Michael L. Furlow		90,403	⁽³⁾	*

Gail Sharps Myers		49,401

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SEC Form DEF 14A filed by Denny's Corporation