0001140361-18-017930.txt : 20180410 0001140361-18-017930.hdr.sgml : 20180410 20180410111405 ACCESSION NUMBER: 0001140361-18-017930 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20180401 FILED AS OF DATE: 20180410 DATE AS OF CHANGE: 20180410 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DeBiase Francesca A. CENTRAL INDEX KEY: 0001735929 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-05231 FILM NUMBER: 18747226 MAIL ADDRESS: STREET 1: 2915 JORIE BLVD. CITY: OAK BROOK STATE: IL ZIP: 60523 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MCDONALDS CORP CENTRAL INDEX KEY: 0000063908 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 362361282 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: ONE MCDONALD'S PLAZA CITY: OAK BROOK STATE: IL ZIP: 60523 BUSINESS PHONE: 630 623 3000 MAIL ADDRESS: STREET 1: ONE MCDONALD'S PLAZA CITY: OAK BROOK STATE: IL ZIP: 60523 3 1 doc1.xml FORM 3 X0206 3 2018-04-01 0 0000063908 MCDONALDS CORP MCD 0001735929 DeBiase Francesca A. MCDONALD'S CORPORATION 2915 JORIE BLVD. OAK BROOK IL 60523 0 1 0 0 EVP-Worldwide Supp Chain & Sus Common Stock 10391 D Options (Right to Buy) 75.93 2021-02-09 Common Stock 6915 D Options (Right to Buy) 100.05 2022-02-08 Common Stock 8221 D Options (Right to Buy) 94.00 2023-02-13 Common Stock 6649 D Options (Right to Buy) 94.89 2024-02-12 Common Stock 791 D Options (Right to Buy) 94.89 2024-02-12 Common Stock 6586 D Options (Right to Buy) 97.15 2025-03-16 Common Stock 9080 D Options (Right to Buy) 116.73 2026-02-11 Common Stock 12850 D Options (Right to Buy) 128.09 2027-03-08 Common Stock 14265 D Options (Right to Buy) 157.79 2028-02-19 Common Stock 11555 D Restricted Stock Units 2021-02-19 2021-02-19 Common Stock 6338 D Restricted Stock Units 2019-02-11 2019-02-11 Common Stock 1928 D Restricted Stock Units 2020-03-08 2020-03-08 Common Stock 1855 D Restricted Stock Units 2021-02-19 2021-02-19 Common Stock 1736 D Options become exercisable in 25% increments on the first, second, third and fourth anniversary dates of the grant. Each restricted stock unit ("RSU") represents a right to acquire one share of McDonald's Corporation common stock. Upon vesting, payout of the RSUs will be in the form of shares or, at the discretion of the Compensation Committee of the Board of Directors (the "Committee"), the cash value thereof. No dividend, voting or other shareholder rights attach to the RSUs until they vest and only if the payout upon vesting is in shares of common stock. Subject to performance-based vesting conditions linked to net income growth and return on incremental invested capital ("ROIIC") for the period of January 1, 2016 through December 31, 2018. If McDonald's Corporation satisfies both the net income and ROIIC thresholds, then the number of RSUs that vest may be increased or decreased based upon the McDonald's Corporation total shareholder return relative to the S&P 500 Index over the period of 2016 through 2018. The number of RSUs earned will range from 50% to 150% of the target number of RSUs granted. Subject to performance-based vesting conditions linked to net income growth and ROIIC for the period of January 1, 2017 through December 31, 2019. If McDonald's Corporation satisfies both the net income and ROIIC thresholds, then the number of RSUs that vest may be increased or decreased based upon the McDonald's Corporation total shareholder return relative to the S&P 500 Index over the period of 2017 through 2019. The number of RSUs earned will range from 50% to 150% of the target number of RSUs granted. Subject to performance-based vesting conditions linked to diluted earnings per share ("EPS") growth and ROIIC for the period of January 1, 2018 through December 31, 2020. If McDonald's Corporation satisfies both the EPS and ROIIC thresholds, then the number of RSUs that vest may be increased or decreased based upon the McDonald's Corporation total shareholder return relative to the S&P 500 Index over the period of 2018 through 2020. The number of RSUs earned will range from 50% to 150% of the target number of RSUs granted. Each restricted stock unit represents a right to acquire one share of McDonald's Corporation common stock. Upon vesting, payout of the RSUs will be in the form of shares or, at the discretion of the Committee, the cash value thereof. /s/ Christopher Weber, Attorney-in-fact 2018-04-10 EX-24 2 poa_francescadebiase.htm DEBIASE - POWER OF ATTORNEY Document

POWER OF ATTORNEY


Know all by these presents, that the undersigned hereby constitutes and appoints each of Jerome Krulewitch, Denise Horne, Christopher Weber and Jennifer Card, signing singly, as the undersigned’s true and lawful attorney-in-fact to:

(1)
execute for and on behalf of the undersigned, in the undersigned’s capacity as an Executive Officer of McDonald’s Corporation (the “Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended, and the rules thereunder, and Form 144 in accordance with Rule 144 under the Securities Act of 1933, as amended;

(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, 5 and 144 and timely file such form with the U.S. Securities and Exchange Commission and any stock exchange or similar authority; and

(3)
take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

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, as amended, and Rule 144 under the Securities Act of 1933, as amended.
 
This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, 5 and 144 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.


IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 3rd day of April, 2018.

 
 
 
 
/s/ Francesca A. DeBiase
 
 
 
 
 
Francesca A. DeBiase
 

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