SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
O'Brien Matthew Coley
(Last) (First) (Middle)
C/O THE WENDY'S COMPANY
ONE DAVE THOMAS BOULEVARD
(Street)
DUBLIN OH 43017
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Wendy's Co [ WEN ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief People Officer
3. Date of Earliest Transaction (Month/Day/Year)
06/09/2021
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 06/09/2021 M 34,097 A $8.2225 66,024 D
Common Stock 06/09/2021 M 36,932 A $9.8575 102,956 D
Common Stock 06/09/2021 M 31,890 A $10.0875 134,846 D
Common Stock 06/09/2021 M 24,004 A $15.355 158,850 D
Common Stock 06/09/2021 F 45,516 D $27.065 113,334 D
Common Stock 06/09/2021 S 50,894 D $29 62,440 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy)(1) $8.2225 06/09/2021 M 34,097 (2) 08/11/2024 Common Stock 34,097 $0 0 D
Employee Stock Option (Right to Buy)(1) $9.8575 06/09/2021 M 36,932 (3) 08/07/2025 Common Stock 36,932 $0 0 D
Employee Stock Option (Right to Buy)(1) $10.0875 06/09/2021 M 31,890 (4) 08/12/2026 Common Stock 31,890 $0 0 D
Employee Stock Option (Right to Buy)(1) $15.355 06/09/2021 M 24,004 (5) 08/11/2027 Common Stock 24,004 $0 0 D
Explanation of Responses:
1. With tandem net exercise and tax withholding rights.
2. The option vested in three equal installments on August 11, 2015, 2016 and 2017, and is currently exercisable as to all 34,097 shares.
3. The option vested in three equal installments on August 7, 2016, 2017 and 2018, and is currently exercisable as to all 36,932 shares.
4. The option vested in three equal installments on August 12, 2017, 2018 and 2019, and is currently exercisable as to all 31,890 shares.
5. The option vested in three equal installments on August 11, 2018, 2019 and 2020, and is currently exercisable as to all 24,004 shares.
/s/ Michael G. Berner, Attorney-in-Fact 06/11/2021
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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