Management

Sally J. Smith has served as our Chief Executive Officer and President since July 1996, as a director since August 1996 and as our Chief Financial Officer from 1994 to 1996. Prior to joining the company, she was the Chief Financial Officer of Dahlberg, Inc., the manufacturer and franchisor of Miracle-Ear hearing aids, from 1983 to 1994. Ms. Smith began her career with KPMG LLP, an international accounting and auditing firm. Ms. Smith holds an inactive CPA license. She serves on the board of the National Restaurant Association and Alerus Financial Corporation.

Holdings: 73,659 shares     View Transactions
Date	Type	Shares Traded	Price Range
May 15, 2013	Automatic Sell	1,000	93.70
Apr 15, 2013	Automatic Sell	1,000	90.04
Mar 15, 2013	Automatic Sell	1,000	85.73
Mar 8, 2013	Disposition (Non Open Market)	9,173	75.92
Mar 8, 2013	Option Execute	20,045	n/a
Feb 21, 2013	Sell	4,114	75.34
Feb 21, 2013	Disposition (Non Open Market)	2,075	n/a
Feb 21, 2013	Option Execute	6,189	9.08 - 24.96
Feb 15, 2013	Automatic Sell	1,800	77.83
Jan 15, 2013	Automatic Sell	1,800	74.36
Dec 28, 2012	Option Execute	12,561	9.08 - 24.96
Dec 17, 2012	Automatic Sell	1,800	73.83
Nov 15, 2012	Automatic Sell	1,800	71.45
Oct 15, 2012	Automatic Sell	1,800	88.01
Sep 17, 2012	Automatic Sell	1,800	83.43
Aug 15, 2012	Automatic Sell	1,800	72.14
Jul 16, 2012	Automatic Sell	1,800	85.10
Jun 15, 2012	Automatic Sell	1,800	83.45
May 15, 2012	Automatic Sell	1,800	84.04
May 2, 2012	Acquisition (Non Open Market)	11,234	n/a
Feb 17, 2012	Acquisition (Non Open Market)	31,612	n/a
Feb 17, 2012	Disposition (Non Open Market)	13,213	87.89
Dec 12, 2011	Automatic Sell	2,000	61.60
Nov 14, 2011	Disposition (Non Open Market)	39,443	n/a
Nov 10, 2011	Automatic Sell	2,000	63.12
Oct 10, 2011	Automatic Sell	2,000	57.62
Sep 12, 2011	Automatic Sell	2,000	58.51
Aug 10, 2011	Automatic Sell	2,000	57.64
Jul 11, 2011	Automatic Sell	2,000	66.54
Jun 10, 2011	Automatic Sell	2,000	56.95
May 10, 2011	Automatic Sell	2,000	62.10
Apr 11, 2011	Automatic Sell	2,000	55.07
Mar 10, 2011	Automatic Sell	2,000	55.01
Feb 24, 2011	Acquisition (Non Open Market)	17,427	n/a
Feb 24, 2011	Disposition (Non Open Market)	6,326	54.48
Feb 18, 2011	Option Execute	10,915	3.75
Feb 17, 2011	Automatic Sell	2,000	55.98
Jan 10, 2011	Automatic Sell	2,000	45.11
Nov 19, 2010	Option Execute	3,639	3.75
Nov 19, 2010	Sell	1,811	47.51
Nov 17, 2010	Disposition (Non Open Market)	530	47.59
Nov 15, 2010	Automatic Sell	3,000	48.48
Oct 15, 2010	Automatic Sell	3,000	49.78
Sep 15, 2010	Automatic Sell	3,000	47.51
Aug 16, 2010	Automatic Sell	3,000	40.28
Jul 15, 2010	Automatic Sell	3,000	40.00
Jun 15, 2010	Automatic Sell	3,000	38.68
May 17, 2010	Automatic Sell	3,000	38.73
Apr 15, 2010	Automatic Sell	3,000	51.40
Mar 15, 2010	Automatic Sell	3,000	47.82

Mary J. Twinem has served as our Executive Vice President, Chief Financial Officer and Treasurer since July 1996 and as our Controller from January 1995 to July 1996. Ms. Twinem also served as a director of the company from June 2002 to September 2003. Prior to joining the company, she served as the Director of Finance/Controller of Dahlberg, Inc., from 1989 to December 1994. Ms. Twinem began her career in public accounting and holds an inactive CPA license. She serves on the boards of the Minnesota Restaurant Association and Mendota Holdings, Inc.

Holdings: 55,559 shares     View Transactions
Date	Type	Shares Traded	Price Range
May 7, 2013	Automatic Sell	1,000	92.70
Apr 5, 2013	Automatic Sell	1,000	86.84
Mar 8, 2013	Disposition (Non Open Market)	4,736	75.92
Mar 8, 2013	Option Execute	12,582	n/a
Mar 5, 2013	Automatic Sell	750	82.50
Feb 5, 2013	Automatic Sell	750	76.15
Jan 7, 2013	Automatic Sell	750	76.79
Dec 5, 2012	Automatic Sell	2,000	72.16
Nov 16, 2012	Disposition (Non Open Market)	300	n/a
Nov 8, 2012	Option Execute	6,984	24.96 - 30.87
Nov 5, 2012	Automatic Sell	2,000	73.89
Oct 5, 2012	Automatic Sell	2,000	89.27
Sep 5, 2012	Automatic Sell	2,000	78.50
Aug 6, 2012	Automatic Sell	2,000	73.06
Jul 5, 2012	Automatic Sell	2,000	86.69
Jun 5, 2012	Automatic Sell	2,000	79.44
May 7, 2012	Automatic Sell	2,000	83.39
May 2, 2012	Acquisition (Non Open Market)	2,808	n/a
Apr 5, 2012	Automatic Sell	2,000	85.94
Mar 5, 2012	Automatic Sell	2,000	86.42
Feb 17, 2012	Acquisition (Non Open Market)	19,841	n/a
Feb 17, 2012	Disposition (Non Open Market)	7,757	87.89
Feb 6, 2012	Automatic Sell	1,500	68.59
Jan 10, 2012	Automatic Sell	1,500	67.76
Dec 14, 2011	Option Execute	2,000	24.96
Dec 5, 2011	Automatic Sell	2,000	64.40
Nov 7, 2011	Automatic Sell	2,000	64.36
Oct 5, 2011	Automatic Sell	1,500	57.61
Sep 6, 2011	Automatic Sell	1,500	58.90
Aug 5, 2011	Automatic Sell	2,000	60.37
Jul 5, 2011	Automatic Sell	2,000	66.17
Jun 6, 2011	Automatic Sell	2,000	60.08
May 5, 2011	Automatic Sell	1,500	59.71
Apr 6, 2011	Automatic Sell	1,500	57.41
Mar 7, 2011	Automatic Sell	1,500	53.01
Feb 24, 2011	Acquisition (Non Open Market)	10,913	n/a
Feb 24, 2011	Disposition (Non Open Market)	3,569	54.48
Feb 7, 2011	Automatic Sell	1,500	47.19
Jan 5, 2011	Automatic Sell	1,500	44.74
Dec 6, 2010	Automatic Sell	2,000	45.68
Nov 18, 2010	Disposition (Non Open Market)	160	n/a
Nov 5, 2010	Automatic Sell	2,000	48.75
Oct 5, 2010	Automatic Sell	2,000	48.75
Sep 7, 2010	Automatic Sell	2,000	47.05
Aug 5, 2010	Automatic Sell	2,000	42.23
Jul 6, 2010	Automatic Sell	2,000	37.30
Jun 7, 2010	Automatic Sell	2,000	36.34
May 5, 2010	Automatic Sell	2,000	40.47
Apr 5, 2010	Automatic Sell	2,000	47.81
Mar 5, 2010	Automatic Sell	2,000	43.40

James M. Schmidt has served as our Chief Operating Officer since January 2011. He served as our Executive Vice President since December 2006 and as General Counsel from April 2002 to January 2011. He served as either Vice President or Senior Vice President from April 2002 until December 2006. Mr. Schmidt has also served as our Secretary since September 2002, and he served as a director on our Board from 1994 to September 2003. From 1985 to 2002, Mr. Schmidt was an attorney with the law firm of Robbins, Kelly, Patterson & Tucker, which provides legal services to the company from time to time.

Holdings: 40,169 shares     View Transactions
Date	Type	Shares Traded	Price Range
May 15, 2013	Automatic Sell	1,000	93.70
Apr 15, 2013	Automatic Sell	1,000	90.04
Mar 15, 2013	Automatic Sell	1,000	85.73
Mar 8, 2013	Disposition (Non Open Market)	4,175	75.92
Mar 8, 2013	Option Execute	11,184	n/a
Feb 15, 2013	Automatic Sell	1,000	77.83
Jan 15, 2013	Automatic Sell	1,000	74.36
Nov 29, 2012	Option Execute	4,300	9.08 - 24.96
Nov 16, 2012	Sell	1,200	71.52
Nov 15, 2012	Disposition (Non Open Market)	140	n/a
Jun 15, 2012	Automatic Sell	1,250	83.45
May 15, 2012	Automatic Sell	1,250	84.04
May 2, 2012	Acquisition (Non Open Market)	2,808	n/a
Apr 16, 2012	Automatic Sell	1,250	86.28
Mar 21, 2012	Automatic Sell	1,250	87.47
Feb 17, 2012	Acquisition (Non Open Market)	16,723	n/a
Feb 17, 2012	Disposition (Non Open Market)	6,459	87.89
Nov 18, 2011	Disposition (Non Open Market)	300	n/a
Oct 21, 2011	Sell	5,000	62.12
Feb 24, 2011	Acquisition (Non Open Market)	8,796	n/a
Feb 24, 2011	Disposition (Non Open Market)	2,877	54.48
Feb 17, 2011	Sell	5,000	56.11
Nov 17, 2010	Sell	5,000	47.76
Mar 5, 2010	Acquisition (Non Open Market)	8,212	n/a
Nov 19, 2009	Disposition (Non Open Market)	485	n/a
Nov 5, 2009	Sell	6,000	42.09 - 42.10

Kathleen M. Benning has served as our Executive Vice President, Global Brand and Business Development since October 2011. She served as Executive Vice President, Global Marketing and Brand Development from January 2010 until October 2011. She joined us in March 1997 as Vice President of Marketing and served as Senior Vice President, Marketing and Brand Development from January 2002 until December 2009. From 1992 to 1997, Ms. Benning was employed by Nemer, Fieger & Associates, an advertising agency, where she was a partner from 1994 to 1997.

Holdings: 17,818 shares     View Transactions
Date	Type	Shares Traded	Price Range
Apr 3, 2013	Automatic Sell	1,000	90.00
Mar 8, 2013	Disposition (Non Open Market)	3,054	75.92
Mar 8, 2013	Option Execute	9,087	n/a
Feb 25, 2013	Option Execute	300	9.08
Feb 19, 2013	Sell	2,828	78.95
Feb 19, 2013	Disposition (Non Open Market)	52	n/a
Oct 5, 2012	Automatic Sell	1,000	89.72
Sep 25, 2012	Automatic Sell	1,000	86.00
Sep 12, 2012	Automatic Sell	1,000	84.00
Sep 6, 2012	Automatic Sell	1,000	80.00
Aug 1, 2012	Option Execute	2,900	9.08
Apr 2, 2012	Automatic Sell	2,107	88.94
Mar 1, 2012	Automatic Sell	2,106	87.40
Feb 17, 2012	Acquisition (Non Open Market)	12,233	n/a
Feb 17, 2012	Disposition (Non Open Market)	4,405	87.89
Feb 15, 2012	Disposition (Non Open Market)	49	n/a
Feb 10, 2012	Sell	4,318	85.19
Dec 19, 2011	Option Execute	6,000	5.63
Sep 26, 2011	Automatic Sell	1,250	59.77
Aug 25, 2011	Automatic Sell	1,250	60.75
Jul 25, 2011	Automatic Sell	1,250	67.08
Jun 27, 2011	Automatic Sell	1,250	63.71
May 25, 2011	Automatic Sell	1,250	60.50
Apr 25, 2011	Automatic Sell	1,250	60.05
Mar 25, 2011	Automatic Sell	1,250	53.24
Feb 25, 2011	Automatic Sell	1,250	53.19
Feb 24, 2011	Acquisition (Non Open Market)	6,333	n/a
Feb 24, 2011	Disposition (Non Open Market)	2,071	54.48
Feb 10, 2011	Sell	6,000	53.65
Jan 20, 2011	Automatic Sell	1,250	44.51
Dec 20, 2010	Automatic Sell	1,250	45.95
Nov 22, 2010	Automatic Sell	1,250	48.60
Nov 19, 2010	Sell	2,063	47.51
Oct 20, 2010	Automatic Sell	1,250	47.36
Sep 21, 2010	Automatic Sell	1,250	47.62
Aug 20, 2010	Automatic Sell	1,250	41.94
Jul 20, 2010	Automatic Sell	1,250	39.50
Jun 21, 2010	Automatic Sell	1,250	40.41
May 18, 2010	Sell	2,000	38.33
May 18, 2010	Disposition (Non Open Market)	233	n/a
May 18, 2010	Acquisition (Non Open Market)	45	n/a
Mar 5, 2010	Acquisition (Non Open Market)	6,038	n/a
Mar 5, 2010	Disposition (Non Open Market)	1,975	43.93
Nov 17, 2009	Sell	4,000	42.70 - 42.78
Jul 31, 2009	Sell	5,000	40.00

Judith A. Shoulak has served as our Executive Vice President, North American Operations since October 2011. She served as Executive Vice President, Global Operations and Human Resources from January 2010 until October 2011, as our Senior Vice President, Operations, from March 2004 to December 2009, Senior Vice President, Human Resources from January 2003 to February 2004 and Vice President of Human Resources from October 2001 to January 2003. From 1993 to 2001, Ms. Shoulak served as Vice President of Field Human Resources of OfficeMax Incorporated.

Holdings: 16,573 shares     View Transactions
Date	Type	Shares Traded	Price Range
May 8, 2013	Sell	5,000	93.15
Mar 11, 2013	Option Execute	1,200	9.08
Mar 8, 2013	Disposition (Non Open Market)	3,989	75.92
Mar 8, 2013	Option Execute	11,184	n/a
Feb 19, 2013	Disposition (Non Open Market)	173	n/a
Nov 1, 2012	Automatic Sell	1,000	75.80
Oct 1, 2012	Automatic Sell	1,000	86.08
Sep 4, 2012	Automatic Sell	1,000	76.68
Aug 20, 2012	Automatic Sell	1,000	75.00
Aug 2, 2012	Option Execute	250	9.08
Jul 2, 2012	Automatic Sell	1,000	86.62
Jun 1, 2012	Automatic Sell	1,000	83.27
May 14, 2012	Option Execute	1,450	9.08
Feb 17, 2012	Acquisition (Non Open Market)	14,320	n/a
Feb 17, 2012	Disposition (Non Open Market)	5,348	87.89
Feb 14, 2012	Sell	3,233	84.40
Oct 28, 2011	Sell	46	65.62
May 20, 2011	Automatic Sell	1,000	62.96
May 20, 2011	Sell	2,000	62.16
Apr 20, 2011	Automatic Sell	1,000	60.11
Mar 21, 2011	Automatic Sell	1,000	52.67
Feb 24, 2011	Acquisition (Non Open Market)	7,037	n/a
Feb 24, 2011	Disposition (Non Open Market)	2,302	54.48
Feb 22, 2011	Automatic Sell	1,000	54.11
Feb 15, 2011	Sell	5,750	56.59
Feb 15, 2011	Option Execute	5,750	3.75 - 5.63
Jan 20, 2011	Automatic Sell	1,000	45.00
Dec 20, 2010	Automatic Sell	1,000	45.80
Nov 11, 2010	Sell	1,000	48.95
Aug 20, 2010	Disposition (Non Open Market)	75	n/a
Aug 4, 2010	Sell	1,000	42.32 - 42.34
Apr 30, 2010	Sell	6,000	41.57
Mar 5, 2010	Acquisition (Non Open Market)	6,770	n/a
Mar 5, 2010	Disposition (Non Open Market)	2,214	43.93
Nov 6, 2009	Sell	800	42.11
Aug 3, 2009	Sell	500	40.11

Lee R. Patterson, 38, has served as our Senior Vice President, Guest Experience and Innovation since October 2011. He served as Senior Vice President, Information Technology from January 2011 until October 2011 and as our Vice President, Information Technology from January 2008 until January 2011. Mr. Patterson was with Applebee’s International, Inc. from May 2003 to January 2008, serving most recently as Director of Restaurant Systems.

Holdings: 2,121 shares     View Transactions
Date	Type	Shares Traded	Price Range
May 3, 2013	Sell	1,000	91.88
Mar 8, 2013	Disposition (Non Open Market)	960	75.92
Mar 8, 2013	Option Execute	2,865	n/a
May 11, 2012	Sell	2,000	85.83
Feb 17, 2012	Acquisition (Non Open Market)	4,779	n/a
Feb 17, 2012	Disposition (Non Open Market)	1,563	87.89
Feb 15, 2012	Sell	1,074	83.49
Feb 10, 2012	Sell	1,830	83.26
Feb 10, 2012	Option Execute	1,830	24.96
May 3, 2011	Sell	1,000	61.37
Feb 24, 2011	Acquisition (Non Open Market)	2,466	n/a
Feb 24, 2011	Disposition (Non Open Market)	838	54.48
Jan 31, 2011	Statement of Ownership	0	n/a

Emily Decker has served as our Vice President, General Counsel since January 2011. She has served as our Franchise Attorney since August 2007. From September 2004 to July 2007, Ms. Decker was an Associate at Briggs and Morgan, P.A.

Holdings: 5,580 shares     View Transactions
Date	Type	Shares Traded	Price Range
May 3, 2013	Sell	672	92.05
May 3, 2013	Option Execute	422	53.75
Mar 8, 2013	Disposition (Non Open Market)	464	75.92
Mar 8, 2013	Option Execute	1,322	n/a
Feb 17, 2012	Acquisition (Non Open Market)	2,165	n/a
Feb 17, 2012	Disposition (Non Open Market)	709	87.89
Feb 24, 2011	Acquisition (Non Open Market)	1,102	n/a
Feb 24, 2011	Disposition (Non Open Market)	407	54.48
Jan 31, 2011	Statement of Ownership	0	n/a

Andrew Block has served as our Senior Vice President, Talent Management since January 2012. He served as Vice President, Talent Management from April 2010 until January 2012. Mr. Block served as Director of Human Resources at C. H. Robinson Worldwide from December 2002 to April 2011. From March 1996 to December 2002 Mr. Block was with Wells Fargo Home Mortgage as Director of Human Resources. Earlier in his career Mr. Block worked in the Human Resources field for Ecolab and a subsidiary of Sony Corporation of America.