SUPPORTING STATEMENT: Dear fellow shareholders, In Dine’s 2022 ESG Report, CEO John Peyton said the company’s “long-term success is intimately linked” to the communities it serves, so it pays “very close attention to the factors affecting those communities, including…climate change[.]” But Dine hasn’t published any targets for measurably reducing its greenhouse gas emissions. And incredibly, climate change isn’t even acknowledged or mentioned in its 10-K risk disclosures; even in filings certified by Mr. Peyton himself, the phrase “climate change” has never appeared. Surely, this must raise substantial governance questions about the Board’s analysis and management of such a socially and materially consequential concern. After all, a board asleep at the wheel through the climate crisis would be a nightmare for shareholders. Compare, for example, Dine’s lack of climate change risk disclosures to the extensive disclosures of other restaurant companies which correlate this significant policy issue to material risks that could jeopardize the delivery of durable financial returns. McDonald’s, for example, publishes a comprehensive “Climate Risk and Resiliency” report and Yum! Brands issued a “Taskforce on Climate-related Financial Disclosures” report. Beyond McDonald’s and Yum!, some of the other food companies whose 10-Ks disclose climate risks include Aramark, Bloomin’ Brands, Brinker, Cal-Maine, Chipotle, Coca-Cola, Conagra, Costco, Cracker Barrel, Darden, Denny’s, Domino’s, El Pollo Loco, Fiesta Restaurant Group, First Watch, General Mills, Hormel, Jack in the Box, Kraft Heinz, Kroger, McDonald’s, Noodles and Co., Papa John’s, PepsiCo, Pilgrim’s Pride, Post, Potbelly, Red Robin, Restaurant Brands International, Ruth’s Hospitality, Shake Shack, Starbucks, Sysco, Target, The Cheesecake Factory, Tyson Foods, US Foods, Walmart, and Wendy’s. (Some disclosure examples are at TABholdings.org/Climate.) Further, in terms of its approach to addressing the climate crisis, though Dine says it’s “aligned” with the U.N. Sustainable Development Goal of taking “urgent action to combat climate change,” it just vaguely describes its “focus” as being to “engage” vendors/franchisees to reduce emissions. What’s missing are forward-looking targets for measurably reducing emissions—something McDonald’s and other companies have established. The incongruity between so many other companies’ climate change risk disclosures (including from Dine’s competitors and suppliers alike), Mr. Peyton’s previous comments about climate change, and Dine’s total lack of climate change risk disclosures—coupled with its lack of measurable emission reduction goals—gives rise to considerable concerns regarding the Board’s role in overseeing this significant policy matter. As such, we believe meaningful disclosures and commitments are now required. Thank you.

Filed by The Accountability Board.