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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | |||
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1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security |
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Employee Stock Option (Right to Buy) (1) | (2) | 08/05/2034 | Common Stock | 23,730 | $ 16.7 | D | |
| Employee Stock Option (Right to Buy) (1) | (3) | 08/11/2033 | Common Stock | 10,504 | $ 21.53 | D | |
| Employee Stock Option (Right to Buy) (1) | (4) | 08/12/2032 | Common Stock | 9,480 | $ 21.4 | D | |
| Employee Stock Option (Right to Buy) (1) | (5) | 08/13/2031 | Common Stock | 8,528 | $ 23.7 | D | |
| Employee Stock Option (Right to Buy) (1) | (6) | 08/07/2030 | Common Stock | 11,280 | $ 22.34 | D | |
| Employee Stock Option (Right to Buy) (1) | (7) | 08/09/2029 | Common Stock | 18,362 | $ 19.71 | D | |
| Employee Stock Option (Right to Buy) (1) | (8) | 08/20/2028 | Common Stock | 6,061 | $ 18.515 | D | |
| Employee Stock Option (Right to Buy) (1) | (9) | 08/11/2027 | Common Stock | 8,001 | $ 15.355 | D | |
| Restricted Stock Units (10) | (11) | (11) | Common Stock | 16,677 | $ 0 (12) | D | |
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Radkoski Lindsay J. C/O THE WENDY'S COMPANY ONE DAVE THOMAS BLVD. DUBLIN, OH 43017 |
CMO, U.S. | |||
| /s/ Lindsay J. Radkoski | 08/19/2024 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 5(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). |
| (1) | With tandem net exercise and tax withholding rights. |
| (2) | The option becomes exercisable as to 7,910 shares on each of August 5, 2025, 2026 and 2027. |
| (3) | The option became exercisable as to 3,501 shares on August 11, 2024 and becomes exercisable as to 3,501 shares on August 11, 2025 and 3,502 shares on August 11, 2026. |
| (4) | The option became exercisable as to 3,160 shares on each of August 12, 2023 and 2024 and becomes exercisable as to 3,160 shares on August 12, 2025. |
| (5) | The option vested in three equal installments on August 13, 2022, 2023 and 2024 and is currently exercisable as to all 8,528 shares. |
| (6) | The option vested in three equal installments on August 7, 2021, 2022 and 2023 and is currently exercisable as to all 11,280 shares. |
| (7) | The option vested in three equal installments on August 9, 2020, 2021 and 2022 and is currently exercisable as to all 18,362 shares. |
| (8) | The option vested in three equal installments on August 20, 2019, 2020 and 2021 and is currently exercisable as to all 6,061 shares. |
| (9) | The option vested in three equal installments on August 11, 2018, 2019 and 2020 and is currently exercisable as to all 8,001 shares. |
| (10) | With tandem dividend equivalent rights and tax withholding rights. |
| (11) | Of the restricted stock units, 4,592 (387 of which represent dividend equivalent units) will vest on August 12, 2025; 1,104 (59 of which represent dividend equivalent units) will vest in two remaining equal installments on August 11, 2025 and 2026; 8,062 (226 of which represent dividend equivalent units) will vest in three equal installments on December 7, 2024, 2025 and 2026; and 2,919 will vest in three equal installments on August 5, 2025, 2026 and 2027. In each case, the stated number of restricted stock units will vest in full on the applicable vesting date, subject to Ms. Radkoski's continued employment with the Company on the applicable vesting date. |
| (12) | Each restricted stock unit represents a contingent right to receive one share of the Company's common stock. |
| Remarks: Power of Attorney is included with this filing as Exhibit 24. |
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