0001209191-21-055308.txt : 20210909 0001209191-21-055308.hdr.sgml : 20210909 20210909165426 ACCESSION NUMBER: 0001209191-21-055308 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210907 FILED AS OF DATE: 20210909 DATE AS OF CHANGE: 20210909 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Trian Fund Management GP, LLC CENTRAL INDEX KEY: 0001345472 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-02207 FILM NUMBER: 211244977 BUSINESS ADDRESS: STREET 1: 280 PARK AVENUE STREET 2: 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-451-3000 MAIL ADDRESS: STREET 1: 280 PARK AVENUE STREET 2: 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Trian Partners Parallel Fund I, L.P. CENTRAL INDEX KEY: 0001345007 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-02207 FILM NUMBER: 211244983 BUSINESS ADDRESS: STREET 1: 280 PARK AVENUE STREET 2: 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-451-3000 MAIL ADDRESS: STREET 1: 280 PARK AVENUE STREET 2: 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 FORMER NAME: FORMER CONFORMED NAME: TRIAN PARTNERS PARALLEL FUND I L P DATE OF NAME CHANGE: 20051121 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Trian Partners, L.P. CENTRAL INDEX KEY: 0001345465 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-02207 FILM NUMBER: 211244982 BUSINESS ADDRESS: STREET 1: 280 PARK AVENUE STREET 2: 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-451-3000 MAIL ADDRESS: STREET 1: 280 PARK AVENUE STREET 2: 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Trian Partners Master Fund, L.P. CENTRAL INDEX KEY: 0001345466 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-02207 FILM NUMBER: 211244984 BUSINESS ADDRESS: STREET 1: C/O STATE STREET (CAYMAN) TRUST, LIMITED STREET 2: 45 MARKET ST., GARDENIA CT., STE. 3307 CITY: CAMANA BAY, GRAND CAYMAN STATE: E9 ZIP: KY1-1103 BUSINESS PHONE: 212-451-3000 MAIL ADDRESS: STREET 1: 280 PARK AVENUE STREET 2: 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TRIAN FUND MANAGEMENT, L.P. CENTRAL INDEX KEY: 0001345471 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-02207 FILM NUMBER: 211244985 BUSINESS ADDRESS: STREET 1: 280 PARK AVENUE STREET 2: 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-451-3000 MAIL ADDRESS: STREET 1: 280 PARK AVENUE STREET 2: 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 FORMER NAME: FORMER CONFORMED NAME: Trian Fund Management, L.P. DATE OF NAME CHANGE: 20051128 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Trian Partners Strategic Fund-C, Ltd. CENTRAL INDEX KEY: 0001691900 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-02207 FILM NUMBER: 211244978 BUSINESS ADDRESS: STREET 1: C/O DE (CAYMAN) LIMITED, LANDMARK SQUARE STREET 2: WEST BAY ROAD, POB 775 CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-9006 BUSINESS PHONE: 345-769-8120 MAIL ADDRESS: STREET 1: C/O DE (CAYMAN) LIMITED, LANDMARK SQUARE STREET 2: WEST BAY ROAD, POB 775 CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-9006 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Trian Partners GP, L.P. CENTRAL INDEX KEY: 0001363629 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-02207 FILM NUMBER: 211244976 BUSINESS ADDRESS: STREET 1: 280 PARK AVENUE, 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-451-3000 MAIL ADDRESS: STREET 1: 280 PARK AVENUE, 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Trian Partners Strategic Fund-G III, L.P. CENTRAL INDEX KEY: 0001691861 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-02207 FILM NUMBER: 211244980 BUSINESS ADDRESS: STREET 1: 280 PARK AVENUE STREET 2: 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2124513000 MAIL ADDRESS: STREET 1: 280 PARK AVENUE STREET 2: 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Trian Partners Strategic Fund-G II, L.P. CENTRAL INDEX KEY: 0001691893 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-02207 FILM NUMBER: 211244981 BUSINESS ADDRESS: STREET 1: 280 PARK AVENUE STREET 2: 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2124513000 MAIL ADDRESS: STREET 1: 280 PARK AVENUE STREET 2: 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Trian Partners Strategic Fund-K, L.P. CENTRAL INDEX KEY: 0001691898 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-02207 FILM NUMBER: 211244979 BUSINESS ADDRESS: STREET 1: 280 PARK AVENUE, 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2124513000 MAIL ADDRESS: STREET 1: 280 PARK AVENUE, 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Wendy's Co CENTRAL INDEX KEY: 0000030697 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING & DRINKING PLACES [5810] IRS NUMBER: 380471180 STATE OF INCORPORATION: DE FISCAL YEAR END: 0102 BUSINESS ADDRESS: STREET 1: ONE DAVE THOMAS BLVD CITY: DUBLIN STATE: OH ZIP: 43017 BUSINESS PHONE: (614) 764-3100 MAIL ADDRESS: STREET 1: ONE DAVE THOMAS BLVD CITY: DUBLIN STATE: OH ZIP: 43017 FORMER COMPANY: FORMER CONFORMED NAME: WENDY'S/ARBY'S GROUP, INC. DATE OF NAME CHANGE: 20080926 FORMER COMPANY: FORMER CONFORMED NAME: TRIARC COMPANIES INC DATE OF NAME CHANGE: 19931109 FORMER COMPANY: FORMER CONFORMED NAME: DWG CORP DATE OF NAME CHANGE: 19920703 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-09-07 0 0000030697 Wendy's Co WEN 0001345471 TRIAN FUND MANAGEMENT, L.P. 280 PARK AVENUE 41ST FLOOR NEW YORK NY 10017 0 0 1 0 0001345466 Trian Partners Master Fund, L.P. 280 PARK AVENUE 41ST FLOOR NEW YORK NY 10017 0 0 1 0 0001345007 Trian Partners Parallel Fund I, L.P. 280 PARK AVENUE 41ST FLOOR NEW YORK NY 10017 0 0 1 0 0001345465 Trian Partners, L.P. 280 PARK AVENUE 41ST FLOOR NEW YORK NY 10017 0 0 1 0 0001691893 Trian Partners Strategic Fund-G II, L.P. 280 PARK AVENUE 41ST FLOOR NEW YORK NY 10017 0 0 1 0 0001691861 Trian Partners Strategic Fund-G III, L.P. 280 PARK AVENUE 41ST FLOOR NEW YORK NY 10017 0 0 1 0 0001691898 Trian Partners Strategic Fund-K, L.P. 280 PARK AVENUE 41ST FLOOR NEW YORK NY 10017 0 0 1 0 0001691900 Trian Partners Strategic Fund-C, Ltd. 280 PARK AVENUE 41ST FLOOR NEW YORK NY 10017 0 0 1 0 0001345472 Trian Fund Management GP, LLC 280 PARK AVENUE, 41ST FLOOR 41ST FLOOR NEW YORK NY 10017 0 0 1 0 0001363629 Trian Partners GP, L.P. 280 PARK AVENUE 41ST FLOOR NEW YORK NY 10017 0 0 1 0 Common Stock 2021-09-07 4 S 0 134237 22.8592 D 25477377 I Please see explanation below Common Stock 2021-09-08 4 S 0 144038 22.9168 D 25333339 I Please see explanation below The price shown in Column 4 is a weighted average sale price. The price range for the sales is $22.80 to $22.94. The reporting person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price. Trian Fund Management GP, LLC ("Trian Management GP") is the general partner (the "GP") of Trian Fund Management, L.P. ("Trian Management"). Trian Management serves as the management company for Trian Partners, L.P. ("Trian Onshore"), Trian Partners Master Fund, L.P. ("Trian Offshore"), Trian Partners Parallel Fund I, L.P. ("Parallel Fund I"), Trian Partners Strategic Fund-G II, L.P. ("Fund-G II"), Trian Partners Strategic Fund-G III, L.P. ("Fund-G III"), Trian Partners Strategic Fund-K, L.P. ("Fund-K"), and Trian Partners Strategic Fund-C, Ltd. ("Fund-C" and collectively, the "Trian Funds") and as such determines the investment and voting decisions of the Trian Funds with respect to the shares of the Issuer held by them. (FN 2, contd.) Trian Partners General Partner, LLC ("Trian GP LLC") is the GP of Trian Partners GP, L.P. ("Trian GP"), which is the GP of Trian Onshore and Trian Offshore. Trian Partners Parallel Fund I General Partner, LLC is the GP of Parallel Fund I, Trian Partners Strategic Fund-G II General Partner, LLC is the GP of Trian Partners Strategic Fund-G II GP, L.P., which is the GP of Fund-G II, Trian Partners Strategic Fund-G III General Partner, LLC is the GP of Trian Partners Strategic Fund-G III GP, L.P., which is the GP of Fund-G III, Trian Partners Strategic Fund-K General Partner, LLC is the GP of Trian Partners Strategic Fund-K GP, L.P., which is the GP of Fund-K, and Trian Partners Strategic Fund-C General Partner, LLC is the GP of Trian Partners Strategic Fund-C GP, L.P, which is the GP of the feeder fund to Fund-C. The price shown in Column 4 is a weighted average sale price. The price range for the sales is $22.90 to $22.9750. The reporting person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price. Nelson Peltz, Peter W. May and Edward P. Garden are members of Trian Management GP, which is the GP of Trian Management, and as such are in a position to determine the investment and voting decisions made by Trian Management on behalf of the Trian Funds, and are members of Trian GP, LLC, which is the GP of Trian GP, and as such are in a position to determine the investment and voting decisions made on behalf of Trian GP. Matthew Peltz ("M. Peltz") is a limited partner in Trian Management and a member of Trian GP LLC and as such has an indirect interest in the shares of the Issuer held by the Trian Funds, and a limited partner in Trian GP and a member of Trian GP LLC and as such has an indirect interest in the shares of the Issuer held by Trian GP. Messrs. Peltz, May, Garden and M. Peltz currently report their holdings and transactions in the Issuer's securities in separate filings. The holdings of the securities of the Issuer and the transactions reported in this filing are also reported in the filings made by each of Messrs. Peltz, May, Garden and M. Peltz and in each case relate to the same securities (reported as indirectly held by them) and transactions. Each of Messrs. Peltz, May, Garden and M. Peltz disclaims beneficial ownership of the securities covered by this statement except to the extent of the pecuniary interest of such person in such securities. Trian Fund Management, L.P., By: Trian Fund Management GP, LLC, General Partner, By: Edward P. Garden, Member 2021-09-09 Edward P. Garden, member of the general partner of the general partner of Trian Partners Master Fund, L.P. 2021-09-09 Edward P. Garden, member of the general partner of Trian Partners Parallel Fund I, L.P. 2021-09-09 Edward P. Garden, member of the general partner of the general partner of Trian Partners, L.P. 2021-09-09 Edward P. Garden, member of the general partner of the general partner of Trian Partners Strategic Fund-G II, L.P. 2021-09-09 Edward P. Garden, member of the general partner of the general partner of Trian Partners Strategic Fund-G III, L.P. 2021-09-09 Edward P. Garden, member of the general partner of the general partner of Trian Partners Strategic Fund-K, L.P. 2021-09-09 Edward P. Garden, Director of Trian Partners Strategic Fund-C, Ltd. 2021-09-09 Edward P. Garden, member of Trian Fund Management GP, LLC 2021-09-09 Edward P. Garden, member of the general partner of Trian Partners GP, L.P. 2021-09-09