0001209191-23-015969.txt : 20230303 0001209191-23-015969.hdr.sgml : 20230303 20230303183610 ACCESSION NUMBER: 0001209191-23-015969 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20230303 FILED AS OF DATE: 20230303 DATE AS OF CHANGE: 20230303 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Peltz Matthew H. CENTRAL INDEX KEY: 0001661127 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-02207 FILM NUMBER: 23706653 MAIL ADDRESS: STREET 1: 280 PARK AVENUE STREET 2: 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: 0101 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 2023-03-03 0 0000030697 Wendy's Co WEN 0001661127 Peltz Matthew H. 223 SUNSET AVENUE PALM BEACH FL 33480 1 0 0 0 Common Stock 2023-03-03 4 S 0 3627569 22.05 D 21705770 I By Trian Partners Common Stock 86782 D Common Stock 195430 I By Peltz Family Foundation Common Stock 132397 I By Peltz 2009 Family Trust Trian Fund Management, L.P. ("Trian Management") serves as the management company for Trian Partners, L.P., Trian Partners Master Fund, L.P., Trian Partners Parallel Fund I, L.P., Trian Partners Strategic Fund-G II L.P., Trian Partners Strategic Fund-G III, L.P., and Trian Partners Strategic Fund-K, L.P. (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. Mr. Peltz is a limited partner in Trian Management, a member of Trian Fund Management GP, LLC, the general partner of Trian Management, and a limited partner of certain affiliates of the Trian Funds, and as such has an indirect interest in the shares of the Issuer held by the Trian Funds. (FN 2, contd.) Mr. Peltz is also a limited partner in Trian Partners GP, L.P. ("Trian GP") and a member of Trian Partners General Partner, LLC, the general partner of Trian GP, and as such has an indirect interest in the shares of the Issuer held by Trian GP. Mr. Peltz disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. All such shares are owned by the Peltz Family Foundation. Mr. Peltz is a trustee of the foundation. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. All such shares are owned by the Peltz 2009 Family Trust. Mr. Peltz is a trustee of the trust. The transactions involving securities of the Issuer referred to herein as beneficially owned by "Trian Partners" that are reported in this filing are the same securities and transactions reported separately in the Form 4s filed by Nelson Peltz; Peter W. May; Edward P. Garden; Trian Fund Management, L.P., Trian Fund Management GP, LLC; Trian Partners GP, L.P.; Trian Partners, L.P.; Trian Partners Master Fund, L.P.; Trian Partners Parallel Fund I, L.P.; Trian Partners Strategic Fund-G II, L.P.; Trian Partners Strategic Fund-G III, L.P.; and Trian Partners Strategic Fund-K, L.P. (collectively, the "Trian Entities"). The shares of the Issuer referred to as beneficially owned by "Trian Partners" are the same shares as those reported to be beneficially owned by "Trian Partners" in the Form 4s filed by Nelson Peltz, Peter W. May, and Edward P. Garden, and by the Trian Entities in the Form 4 filed by the Trian Entities. Exhibit 24.1 Power of Attorney-Matthew Peltz /s/ Daniel R. Marx, Attorney-In-Fact for Matthew H. Peltz 2023-03-03 EX-24.1 2 attachment1.htm EX-24.1 DOCUMENT

Exhibit 24.1 POWER OF ATTORNEY


POWER OF ATTORNEY

Know all by these presents, that Matthew Peltz ("Principal") hereby constitutes
and appoints each of Brian L. Schorr, Daniel R. Marx and Jeffrey Himelson,
signing singly, the undersigned's true and lawful attorney-in-fact to:

(1) complete and execute for and on behalf of the undersigned, in the
undersigned's capacity as (i) a director, (ii) a non-voting Board participant,
and/or (iii) a 10% shareholder of The Wendy's Company (the "Company"), Forms 3,
4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934
and the rules thereunder and Form 144 in accordance with the Securities Act of
1933 and the rules thereunder; and

(2) do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Form 3, 4 or 5 or
Form 144, complete and execute any amendment or amendments thereto, and timely
file such form with the United States Securities and Exchange Commission and any
stock exchange or similar authority.

The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 of the Securities Exchange Act of 1934 ("Section 16").  The
undersigned hereby agrees on behalf of the undersigned and the undersigned's
heirs, executors, legal representatives and assigns to indemnify, defend and
hold each of the foregoing attorneys-in-fact harmless from and against any and
all claims that may arise against such attorney-in-fact by reason of any
violation by the undersigned of the undersigned's responsibilities under Section
16 or any other claim relating to any action taken by such attorney-in-fact
pursuant to this Power of Attorney.

This Power of Attorney shall remain in full force and effect until Principal is
no longer required to file any of Form 3, 4 or 5 or Form 144 with respect to
Principal's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the Principal in a signed writing delivered to any of
the foregoing attorneys-in-fact.  This Power of Attorney supersedes the power of
attorney relating to the Company dated as of December 15, 2015 that was
previously provided by the Principal.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 17 day of January, 2023.


Witnesses:					 PRINCIPAL:

/s/ Toni Perry				         /s/ Matthew Peltz
----------------				-----------------
Name: Toni Perry				Name: Matthew Peltz


/s/ Calynn Wine
----------------
Name: Calynn Wine

STATE OF FLORIDA	}
} ss.:
COUNTY OF PALM BEACH	}

The foregoing instrument was acknowledged before me by means of physical
presence this 17 day of January, 2023, by Matthew Peltz who is personally known
to me.


/s/ Calynn Wine
----------------
Name: Calynn Wine
Notary

Notary Public, State of Florida
My commission expires: February 6, 2026