SEC Form 3
FORM 3 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
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Radkoski Lindsay J.

(Last) (First) (Middle)
C/O THE WENDY'S COMPANY
ONE DAVE THOMAS BLVD.

(Street)
DUBLIN OH 43017

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
08/15/2024
3. Issuer Name and Ticker or Trading Symbol
Wendy's Co [ WEN ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
CMO, U.S.
5. 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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 23,906 D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
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
Explanation of Responses:
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.
/s/ Lindsay J. Radkoski 08/19/2024
** 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 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.