WEN / The Wendy's Company - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

The Wendy's Company
US ˙ NasdaqGS ˙ US95058W1009

Mga Batayang Estadistika
LEI 529900M0JIUCMWVKHG76
CIK 30697
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to The Wendy's Company
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
August 8, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 8, 2025 THE WENDY’S COMPANY

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 8, 2025 THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

August 8, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 29, 2025 ☐ TRANSITION REPORT PURSUANT TO S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 29, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-2207 THE WENDY’S COMPANY (Exa

August 8, 2025 EX-99.1

THE WENDY’S COMPANY REPORTS SECOND QUARTER 2025 RESULTS

EX-99.1 Exhibit 99.1 THE WENDY’S COMPANY REPORTS SECOND QUARTER 2025 RESULTS • Global systemwide sales were $3.7 billion, a decrease of 1.8% • International systemwide sales grew 8.7% with growth across all regions • Added 26 net new restaurants and remain on track to deliver full-year net unit growth between 2-3% • Reported diluted earnings per share and adjusted earnings per share were $0.29, an

August 8, 2025 EX-10.1

pany and Kenneth W. Gilbert dated as of

EXHIBIT 10.1 Marketing Consulting Agreement This Marketing Consulting Agreement (this “Agreement”) is entered effective May 30, 2025 (the “Effective Date”), by and between The Wendy’s Company (“Wendy’s” or the “Company”), located at One Dave Thomas Blvd., Dublin, Ohio 43017, and Kenneth W. Gilbert, an individual (“Consultant”), located at 662 Hunting Ridge Road, Stamford, CT 06903. This Agreement

July 30, 2025 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A AMENDMENT NO. 1 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 1, 2025 THE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A AMENDMENT NO.

July 30, 2025 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 24, 2025 THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

July 22, 2025 EX-99.1

THE WENDY’S COMPANY NAMES PETE SUERKEN PRESIDENT, U.S.

Exhibit 99.1 THE WENDY’S COMPANY NAMES PETE SUERKEN PRESIDENT, U.S. DUBLIN, Ohio, July 22, 2025/PRNewswire/ — The Wendy’s Company (Nasdaq: WEN) announced the appointment of Pete Suerken as President, U.S., effective today. He will report to interim Chief Executive Officer Ken Cook and serve on the Wendy’s® Senior Leadership Team. Suerken will succeed Abigail Pringle, who has served as President, U

July 22, 2025 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 21, 2025 THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

July 8, 2025 EX-99.1

WENDY’S APPOINTS KEN COOK AS INTERIM CEO Kirk Tanner to Depart Wendy’s for CEO Role at The Hershey Company

Exhibit 99.1 WENDY’S APPOINTS KEN COOK AS INTERIM CEO Kirk Tanner to Depart Wendy’s for CEO Role at The Hershey Company DUBLIN, Ohio, July 8, 2025 /PRNewswire/ — The Wendy’s Company (Nasdaq: WEN) today announced that Kirk Tanner, President and Chief Executive Officer, is leaving to become the President and CEO at The Hershey Company (NYSE: HSY) and will depart The Wendy’s Company effective July 18

July 8, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 1, 2025 THE WENDY’S COMPANY (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 1, 2025 THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

May 22, 2025 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 21, 2025 THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

May 19, 2025 PX14A6G

Notice of Exempt Solicitation Pursuant to Rule 14a-103 | May 19, 2025

Notice of Exempt Solicitation Pursuant to Rule 14a-103 | May 19, 2025 Name of Registrant: The Wendy’s Company Name of person relying on exemption: Bowyer Research Address of person relying on exemption: P.

May 9, 2025 PX14A6G

Shareholder Proposal No. 4 on Wendy’s 2025 Proxy Statement: Stockholder Proposal Regarding an Emissions Reduction Assessment The Wendy’s Company Symbol: WEN Filed by: Green Century Capital Management

NAME OF REGISTRANT: The Wendy’s Company NAME OF PERSON RELYING ON EXEMPTION: Green Century Capital Management ADDRESS OF PERSON RELYING ON EXEMPTION: 114 State Street, Suite 200, Boston, MA 02109 The following is an amended version of the exempt solicitation previously filed on EDGAR on April 7, 2025.

May 5, 2025 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

May 2, 2025 EX-99.1

THE WENDY’S COMPANY REPORTS FIRST QUARTER 2025 RESULTS

Exhibit 99.1 THE WENDY’S COMPANY REPORTS FIRST QUARTER 2025 RESULTS • Global systemwide sales were $3.4 billion, a decrease of 1.1% • Added 68 net new restaurants and remain on track to deliver full-year net unit growth of 2-3% • Increased global digital sales mix to a record 20.3% • Returned $173.5 million to shareholders through dividends and share repurchases • Updates full-year 2025 outlook to

May 2, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 30, 2025 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-2207 THE WENDY’S COMPANY (Ex

May 2, 2025 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 2, 2025 THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

May 2, 2025 EX-10.1

Form of Long-Term Performance Unit Award Agreement for 2025 under The Wendy’s Company 2020 Omnibus Award Plan * **

EXHIBIT 10.1 THE WENDY’S COMPANY LONG-TERM PERFORMANCE UNIT AWARD AGREEMENT (this “Agreement”) The Wendy’s Company (the “Company”), pursuant to the provisions of The Wendy’s Company 2020 Omnibus Award Plan (the “Plan”), hereby irrevocably grants to the Participant stated below an Award (the “Award”) of Performance Units (the “Units”), on , 20 (the “Award Date”), as specified below: Participant: Pe

April 23, 2025 PX14A6G

Notice of Exempt Solicitation Pursuant to Rule 14a-103 Name of Registrant: The Wendy’s Co (WEN) Name of person relying on exemption: As You Sow® Address of persons relying on exemption: 11461 San Pablo Ave, Suite 400, El Cerrito, CA 94530 The attache

Notice of Exempt Solicitation Pursuant to Rule 14a-103 Name of Registrant: The Wendy’s Co (WEN) Name of person relying on exemption: As You Sow® Address of persons relying on exemption: 11461 San Pablo Ave, Suite 400, El Cerrito, CA 94530 The attached written materials are submitted pursuant to Rule 14a-6(g)(1) promulgated under the Securities Exchange Act of 1934.

April 9, 2025 PX14A6G

United States Securities and Exchange Commission Washington, D.C. 20549 Notice of Exempt Solicitation Pursuant to Rule 14a-103

PX14A6G 1 e49250px14a6g.htm United States Securities and Exchange Commission Washington, D.C. 20549 Notice of Exempt Solicitation Pursuant to Rule 14a-103 Name of the Registrant: The Wendy’s Company Name of persons relying on exemption: Franciscan Sisters of Allegany NY Address of persons relying on exemption: Investor Advocates for Social Justice, 40 S Fullerton Ave. Montclair, NJ 07042 Written m

April 7, 2025 PX14A6G

Shareholder Proposal No. 4 on Wendy’s 2025 Proxy Statement: Stockholder Proposal Regarding an Emissions Reduction Assessment The Wendy’s Company Symbol: WEN Filed by: Green Century Capital Management

NAME OF REGISTRANT: The Wendy’s Company NAME OF PERSON RELYING ON EXEMPTION: Green Century Capital Management ADDRESS OF PERSON RELYING ON EXEMPTION: 114 State Street, Suite 200, Boston, MA 02109 Written materials are submitted pursuant to Rule 14a-6(g)(1) promulgated under the Securities Exchange Act of 1934.

April 3, 2025 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.     )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.     ) Filed by the Registrant  ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by R

April 3, 2025 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.   )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.   ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Def

February 21, 2025 EX-21.1

Subsidiaries of the Registrant.*

EXHIBIT 21.1 THE WENDY’S COMPANY LIST OF SUBSIDIARIES AS OF December 29, 2024 SUBSIDIARY STATE OR JURISDICTION UNDER WHICH ORGANIZED 256 Gift Card Inc. Tennessee Adams Packing Association, Inc. Delaware Citrus Acquisition Corporation Florida Oldemark LLC Delaware Quality Is Our Recipe, LLC Delaware SEPSCO, LLC Delaware The Wendy’s National Advertising Program, Inc. Ohio TIMWEN Partnership (1) Onta

February 21, 2025 EX-10.51

Employment Letter between The Wendy’s Company and Kenneth Cook dated as of November 13, 2024.* **

EXHIBIT 10.51 November 13, 2024 Via Email: Dear Ken, The Wendy’s Company is delighted to extend an offer of employment for the position of Chief Financial Officer reporting directly to the Chief Executive Officer. We believe you will contribute to the Company’s overall success and trust that Wendy’s will provide you with the career environment and opportunities you seek. We look forward to you joi

February 21, 2025 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED December 29, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED December 29, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission file number: 1-2207 THE WENDY’S COMPANY (Exact n

February 21, 2025 EX-19.1

The Wendy’s Company Securities Trading Policy.*

EXHIBIT 19.1 THE WENDY’S COMPANY SECURITIES TRADING POLICY Updated as of December 18, 2024 SECTION A – TRADING RESTRICTIONS (Applies to all Directors, Officers and Employees of, and Designated Consultants to, Wendy’s and its Subsidiaries) Why did Wendy’s adopt this policy? Federal and state securities laws prohibit the purchase or sale of a company’s securities by all persons who are aware of mate

February 13, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 13, 2025 THE WENDY’S COMPA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 13, 2025 THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

February 13, 2025 EX-99.1

THE WENDY’S COMPANY REPORTS FOURTH QUARTER AND FULL-YEAR 2024 RESULTS, PROVIDES 2025 OUTLOOK, AND UPDATES ITS CAPITAL ALLOCATION POLICY

EX-99.1 Exhibit 99.1 THE WENDY’S COMPANY REPORTS FOURTH QUARTER AND FULL-YEAR 2024 RESULTS, PROVIDES 2025 OUTLOOK, AND UPDATES ITS CAPITAL ALLOCATION POLICY • Wendy’s systemwide sales grew 5.4% in the fourth quarter, reaching $3.7 billion,* including same-restaurant sales growth of 4.3%. For the full year systemwide sales grew 3.1%, reaching $14.5 billion, including same-restaurant sales growth of

December 20, 2024 EX-25.2

Statement of eligibility on Form T-l of Computershare Trust Company, National Association with respect to the Company under the Subordinated Indenture.

Exhibit 25.2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of trustee as specified in its charter) N

December 20, 2024 EX-4.5

Form of Indenture to be entered into by the Company and Computershare Trust Company, National Association, as trustee (“Subordinated Indenture”).

Exhibit 4.5 THE WENDY’S COMPANY and COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, Trustee INDENTURE Dated as of     , Providing for Issuance of Subordinated Debt Securities in Series TABLE OF CONTENTS Page ARTICLE I Definitions and Other Provisions of General Application 1 Section 1.01 Definitions 1 Section 1.02 Compliance Certificates and Opinions 11 Section 1.03 Form of Documents Delivered

December 20, 2024 EX-25.1

Statement of eligibility on Form T-l of Computershare Trust Company, National Association with respect to the Company under the Senior Indenture.

Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of trustee as specified in its charter) N

December 20, 2024 S-3ASR

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON DECEMBER 20, 2024

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON DECEMBER 20, 2024 Registration No.

December 20, 2024 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) The Wendy’s Company (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid Equity Common Stock, par value $0.

December 20, 2024 EX-4.4

Form of Indenture to be entered into by the Company and Computershare Trust Company, National Association, as trustee (“Senior Indenture”).

Exhibit 4.4 THE WENDY’S COMPANY and COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, Trustee INDENTURE Dated as of    ,     Providing for Issuance of Senior Debt Securities in Series TABLE OF CONTENTS Page ARTICLE I Definitions and Other Provisions of General Application 1 Section 1.01 Definitions 1 Section 1.02 Compliance Certificates and Opinions 10 Section 1.03 Form of Documents Delivered to

November 18, 2024 EX-99.1

THE WENDY’S COMPANY NAMES KEN COOK CHIEF FINANCIAL OFFICER Cook to Succeed Gunther Plosch Effective December 2

Exhibit 99.1 THE WENDY’S COMPANY NAMES KEN COOK CHIEF FINANCIAL OFFICER Cook to Succeed Gunther Plosch Effective December 2 DUBLIN, Ohio, Nov. 18, 2024/PRNewswire/ — The Wendy’s Company (Nasdaq: WEN) today announced the appointment of Ken Cook as Chief Financial Officer, effective December 2, 2024. He will report to President and Chief Executive Officer Kirk Tanner and serve on the Wendy’s Senior

November 18, 2024 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 13, 2024 THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

November 12, 2024 SC 13G/A

WEN / The Wendy's Company / MASSACHUSETTS FINANCIAL SERVICES CO /MA/ - SEC SCHEDULE 13G Passive Investment

SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3 )* THE WENDY'S COMPANY (Name of Issuer) Common Stock (Title of Class of Securities) 95058W100 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box t

October 31, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 29, 2024 ☐ TRANSITION REPORT PURSUANT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 29, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-2207 THE WENDY’S COMPANY

October 31, 2024 8-K

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 31, 2024 THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

October 31, 2024 EX-99.1

THE WENDY’S COMPANY REPORTS THIRD QUARTER 2024 RESULTS

THE WENDY’S COMPANY REPORTS THIRD QUARTER 2024 RESULTS Dublin, Ohio (October 31, 2024) - The Wendy’s Company (Nasdaq: WEN) today reported unaudited results for the third quarter ended September 29, 2024.

October 31, 2024 EX-10.1

Employment Letter between The Wendy’s Company and John Min dated as of September 4, 2024, incorporated herein by reference to Exhibit 10.1 of The Wendy’s Company Form 10-Q for the quarter ended September 29, 2024 (SEC file no. 001-02207).**

EXHIBIT 10.1 September 4, 2024 Hand Delivered: Dear John, The Wendy’s Company is delighted to confirm the offer of employment for the position of Chief Legal Officer and Secretary reporting directly to the Chief Executive Officer. We believe you will contribute to the Company’s overall success and trust that Wendy’s will provide you with the career environment and opportunities you seek. We look f

September 20, 2024 CORRESP

Via EDGAR

Via EDGAR September 20, 2024 Mr. Christopher Dunham and Ms. Amanda Ravitz Division of Corporation Finance Disclosure Review Program Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: The Wendy’s Company Definitive Proxy Statement on Schedule 14A Filed April 4, 2024 File No. 001-02207 Dear Mr. Dunham and Ms. Ravitz: We are responding in electronic form to the letter da

September 16, 2024 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): September 16, 2024 THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

September 16, 2024 EX-99.1

The Wendy’s Company Announces Executive Leadership Appointments John Min Appointed Chief Legal Officer and Secretary Mary Greenlee Named Senior Vice President, U.S. Operations

Exhibit 99.1 The Wendy’s Company Announces Executive Leadership Appointments John Min Appointed Chief Legal Officer and Secretary Mary Greenlee Named Senior Vice President, U.S. Operations DUBLIN, Ohio, Sept. 16, 2024 /PRNewswire/ — The Wendy’s Company (Nasdaq: WEN) (“Wendy’s” or the “Company”) announced today the appointment of John Min as the Company’s Chief Legal Officer and Secretary and Mary

September 6, 2024 EX-99.1

The Wendy’s Company Appoints Arthur Winkleblack Chairman of the Board Nelson Peltz Appointed Chairman Emeritus

Exhibit 99.1 The Wendy’s Company Appoints Arthur Winkleblack Chairman of the Board Nelson Peltz Appointed Chairman Emeritus DUBLIN, Ohio, September 6, 2024 — The Wendy’s Company (Nasdaq: WEN) today announced that its Board of Directors has appointed Arthur B. Winkleblack as non-executive Chairman of the Board. He succeeds Nelson Peltz, who has been named Chairman Emeritus in recognition of his lon

September 6, 2024 SC 13D/A

WEN / The Wendy's Company / TRIAN FUND MANAGEMENT, L.P. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 62)* THE WENDY’S COMPANY (Name of Issuer) COMMON STOCK, PAR VALUE $.10 PER SHARE (Title of Class of Securities) 95058W100 (CUSIP Number) PETER W. MAY 280 PARK AVENUE NEW YORK, NEW YORK 10017 TEL. NO.: (212) 451-3000 BRIAN L. SCHORR, ESQ. CHIEF LEGAL OFFICER

September 6, 2024 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): September 6, 2024 THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

August 9, 2024 SC 13D/A

WEN / The Wendy's Company / TRIAN FUND MANAGEMENT, L.P. - SC 13D/A Activist Investment

SC 13D/A 1 wen13damendmentno61.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 61)* THE WENDY’S COMPANY (Name of Issuer) COMMON STOCK, PAR VALUE $.10 PER SHARE (Title of Class of Securities) 95058W100 (CUSIP Number) PETER W. MAY 280 PARK AVENUE NEW YORK, NEW YORK 10017 TEL. NO.: (212) 451-300

August 1, 2024 EX-99.1

THE WENDY’S COMPANY REPORTS SECOND QUARTER 2024 RESULTS

EX-99.1 Exhibit 99.1 THE WENDY’S COMPANY REPORTS SECOND QUARTER 2024 RESULTS Dublin, Ohio (August 1, 2024) - The Wendy’s Company (Nasdaq: WEN) today reported unaudited results for the second quarter ended June 30, 2024. “Our restaurants across the globe continued to deliver same-restaurant sales growth, holding steady with the QSR burger category in the second quarter,” President and Chief Executi

August 1, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 1, 2024 THE WENDY’S COMPANY

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 1, 2024 THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

August 1, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 ☐ TRANSITION REPORT PURSUANT TO S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-2207 THE WENDY’S COMPANY (Exa

May 23, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 21, 2024 THE WENDY’S COMPANY (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 21, 2024 THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

May 23, 2024 EX-99.1

The Wendy’s Company Names Abigail Pringle President, U.S. and E.J. Wunsch President, International Elevation of Current Senior Leadership Team Members Supports Growth of Core Business Segments

EX-99.1 Exhibit 99.1 The Wendy’s Company Names Abigail Pringle President, U.S. and E.J. Wunsch President, International Elevation of Current Senior Leadership Team Members Supports Growth of Core Business Segments DUBLIN, Ohio, May 23, 2024 /PRNewswire/ — The Wendy’s Company (Nasdaq: WEN) announced the appointment of Abigail Pringle to the newly-created role of President, U.S. and E.J. Wunsch to P

May 13, 2024 PX14A6G

United States Securities and Exchange Commission Washington, D.C. 20549 Notice of Exempt Solicitation Pursuant to Rule 14a-103

United States Securities and Exchange Commission Washington, D.C. 20549 Notice of Exempt Solicitation Pursuant to Rule 14a-103 Name of the Registrant: The Wendy’s Company Name of persons relying on exemption: Franciscan Sisters of Allegany NY Address of persons relying on exemption: Investor Advocates for Social Justice, 40 S Fullerton Ave. Montclair, NJ 07042 Written materials are submitted pursu

May 2, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 2, 2024 THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

May 2, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-2207 THE WENDY’S COMPANY (Ex

May 2, 2024 EX-99.1

THE WENDY’S COMPANY REPORTS FIRST QUARTER 2024 RESULTS

Exhibit 99.1 THE WENDY’S COMPANY REPORTS FIRST QUARTER 2024 RESULTS Dublin, Ohio (May 2, 2024) - The Wendy’s Company (Nasdaq: WEN) today reported unaudited results for the first quarter ended March 31, 2024. “The momentum we built across our business in the first quarter puts us on track to achieve our 2024 outlook and on the path toward unlocking the full potential of the powerful Wendy’s® brand,

May 2, 2024 EX-10.1

Form of Long-Term Performance Unit Award Agreement for 2024 under The Wendy’s Company 2020 Omnibus Award Plan, incorporated herein by reference to Exhibit 10.1 of The Wendy’s Company Form 10-Q for the quarter ended March 31, 2024 (SEC file no. 001-02207).**

EXHIBIT 10.1 THE WENDY’S COMPANY LONG-TERM PERFORMANCE UNIT AWARD AGREEMENT (this “Agreement”) The Wendy’s Company (the “Company”), pursuant to the provisions of The Wendy’s Company 2020 Omnibus Award Plan (the “Plan”), hereby irrevocably grants to the Participant stated below an Award (the “Award”) of Performance Units (the “Units”), on , 20 (the “Award Date”), as specified below: Participant: Pe

April 25, 2024 PX14A6G

United States Securities and Exchange Commission Washington, DC 20549 Notice of Exempt Solicitation

United States Securities and Exchange Commission Washington, DC 20549 Notice of Exempt Solicitation 1.

April 11, 2024 PX14A6G

United States Securities and Exchange Commission Washington, DC 20549 Notice of Exempt Solicitation

United States Securities and Exchange Commission Washington, DC 20549 Notice of Exempt Solicitation 1.

April 4, 2024 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.     )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.     ) Filed by the Registrant  ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by R

April 4, 2024 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.   )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.   ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Def

March 11, 2024 SC 13G/A

WEN / The Wendy's Company / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv0020-wendyscothe.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 9)* Name of issuer: Wendy's Co/The Title of Class of Securities: Common Stock CUSIP Number: 95058W100 Date of Event Which Requires Filing of this Statement: February 29, 2024 Check the appropriate box to designate the rule

February 26, 2024 EX-97.1

The Wendy’s Company Policy for Recoupment of Incentive Compensation.*

EXHIBIT 97.1 THE WENDY’S COMPANY POLICY FOR RECOUPMENT OF INCENTIVE COMPENSATION 1.Introduction In accordance with Section 10D of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations promulgated thereunder, the Board of Directors (the “Board”) of The Wendy’s Company (the “Company”) has adopted a policy (this “Policy”) providing for the Company’s recou

February 26, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED December 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED December 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission file number: 1-2207 THE WENDY’S COMPANY (Exact n

February 26, 2024 EX-10.51

Employment Letter between The Wendy’s Company and Kirk Tanner dated as of January 18, 2024.* **

EXHIBIT 10.51 January 18, 2024 Via Email Kirk Tanner Dear Kirk: On behalf of The Wendy’s Company (“Wendy’s, or the “Company”), I am delighted to confirm the offer of employment for the position of President and Chief Executive Officer, reporting directly to the Board of Directors (the “Board”). We look forward to you joining the team on or before February 8, 2024, as mutually agreed by you and the

February 26, 2024 EX-21.1

Subsidiaries of the Registrant.*

EXHIBIT 21.1 THE WENDY’S COMPANY LIST OF SUBSIDIARIES AS OF December 31, 2023 SUBSIDIARY STATE OR JURISDICTION UNDER WHICH ORGANIZED 256 Gift Card Inc. Tennessee Adams Packing Association, Inc. Delaware Citrus Acquisition Corporation Florida Oldemark LLC Delaware Quality Is Our Recipe, LLC Delaware SEPSCO, LLC Delaware The Wendy’s National Advertising Program, Inc. Ohio TIMWEN Partnership (1) Onta

February 26, 2024 EX-10.50

Amendment No. 2 to Employment Letter between The Wendy’s Company and J. Kevin Vasconi dated as of February 22, 2024.* **

EXHIBIT 10.50 February 22, 2024 Via Email Kevin Vasconi Dear Kevin: This letter reflects our agreement to modify your employment letter dated September 28, 2020, and amended as of February 28, 2023 (as amended, the “Employment Letter”). Capitalized terms used in this letter and not otherwise defined have the meanings prescribed by the Employment Letter. You have provided notice of your intent to r

February 15, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 15, 2024 THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

February 15, 2024 EX-99.1

THE WENDY’S COMPANY REPORTS FOURTH QUARTER AND FULL YEAR 2023 RESULTS

Exhibit 99.1 THE WENDY’S COMPANY REPORTS FOURTH QUARTER AND FULL YEAR 2023 RESULTS Dublin, Ohio (February 15, 2024) - The Wendy’s Company (Nasdaq: WEN) today reported unaudited results for the fourth quarter and full year ended December 31, 2023. “The Wendy’s® system delivered strong sales, profit, and cash flow growth in 2023, all supported by progress on our strategic growth pillars,” President

February 13, 2024 SC 13G/A

WEN / The Wendy's Company / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv02269-wendyscothe.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 8)* Name of issuer: Wendy's Co/The Title of Class of Securities: Common Stock CUSIP Number: 95058W100 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the rul

February 9, 2024 SC 13G/A

WEN / The Wendy's Company / MASSACHUSETTS FINANCIAL SERVICES CO /MA/ - SEC SCHEDULE 13G Passive Investment

SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* THE WENDY'S COMPANY (Name of Issuer) Common Stock (Title of Class of Securities) 95058W100 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to

January 18, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 18, 2024 THE WENDY’S COMP

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 18, 2024 THE WENDY’S COMPANY (Exact name of registrant as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File

January 18, 2024 EX-99.1

WENDY’S ANNOUNCES CEO SUCCESSION Kirk Tanner to Succeed Todd Penegor as President & CEO Company Reaffirms Previously Provided FY 2023 Outlook and Plans to Release Q4 2023 Results and 2024 and Long-Term Outlook February 15

EX-99.1 Exhibit 99.1 WENDY’S ANNOUNCES CEO SUCCESSION Kirk Tanner to Succeed Todd Penegor as President & CEO Company Reaffirms Previously Provided FY 2023 Outlook and Plans to Release Q4 2023 Results and 2024 and Long-Term Outlook February 15 DUBLIN, Ohio, Jan. 18, 2024/PRNewswire/ — The Wendy’s Company (Nasdaq: WEN) today announced that its Board of Directors has appointed Kirk Tanner as Wendy’s

January 18, 2024 EX-10.1

Wendy’s International, LLC Executive Severance Pay Policy, as amended February 16, 2023, incorporated herein by reference to Exhibit 10.1 of The Wendy’s Company Current Report on Form 8-K filed on January 18, 2024 (SEC file no. 001-02207).**

EX-10.1 Exhibit 10.1 Executive Severance Pay Policy As Amended: February 16, 2023 I. Policy It is the policy of Wendy’s International, LLC (“Wendy’s”) to provide post-termination compensation as described in this Policy to certain executives whose employment has been involuntarily terminated without Cause. References in this Policy to Wendy’s also include Wendy’s successors or assigns (by operatio

December 14, 2023 EX-99.1

The Wendy’s Company Announces Election of Wendy Arlin to Board of Directors Joseph Levato Will Not Stand for Re-Election at Wendy’s 2024 Annual Meeting of Shareholders Changes Reflect Wendy’s Previously Disclosed Commitment to Ongoing Director Refres

Exhibit 99.1 The Wendy’s Company Announces Election of Wendy Arlin to Board of Directors Joseph Levato Will Not Stand for Re-Election at Wendy’s 2024 Annual Meeting of Shareholders Changes Reflect Wendy’s Previously Disclosed Commitment to Ongoing Director Refreshment and Promotion of Board Diversity DUBLIN, Ohio, December 14, 2023/PR Newswire/ — The Wendy’s Company (Nasdaq: WEN) today announced t

December 14, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 13, 2023 THE WENDY’S COMPA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 13, 2023 THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

November 2, 2023 EX-10.1

Second Amendment to the Class A-1 Note Purchase Agreement, dated as of September 22, 2023, by and among Wendy’s Funding, LLC as Master Issuer, each of Quality Is Our Recipe, LLC, Wendy’s Properties, LLC and Wendy’s SPV Guarantor, LLC, as Guarantors, Wendy’s International, LLC, as Manager, the conduit investors party thereto, the financial institutions party thereto, certain funding agents, and Coöperatieve Rabobank, U.A., New York Branch, as L/C Provider, Swingline Lender and Administrative Agent, incorporated herein by reference to Exhibit 10.1 of The Wendy’s Company Form 10-Q for the quarter ended October 1, 2023 (SEC file no. 001-02207).

Exhibit 10.1 SECOND AMENDMENT TO CLASS A-1 NOTE PURCHASE AGREEMENT This Second Amendment to the Class A-1 Note Purchase Agreement, dated as of September 22, 2023 (this “Amendment”), is by and among WENDY’S FUNDING, LLC, a Delaware limited liability company (the “Master Issuer”), QUALITY IS OUR RECIPE, LLC, WENDY’S PROPERTIES, LLC, WENDY’S SPV GUARANTOR, LLC, each as a guarantor (collectively, the

November 2, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 30, 2023 THE WENDY’S COMPANY (Exact name of registrant as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

November 2, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 1, 2023 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 1, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-2207 THE WENDY’S COMPANY (E

November 2, 2023 EX-99.1

THE WENDY’S COMPANY REPORTS THIRD QUARTER 2023 RESULTS

Exhibit 99.1 THE WENDY’S COMPANY REPORTS THIRD QUARTER 2023 RESULTS Dublin, Ohio (November 2, 2023) - The Wendy’s Company (Nasdaq: WEN) today reported unaudited results for the third quarter ended October 1, 2023. “We continued to make meaningful progress across our strategic growth pillars during the third quarter,” President and Chief Executive Officer Todd Penegor said. “Global same-restaurant

August 23, 2023 SC 13D/A

WEN / Wendy`s Co - Class A / TRIAN FUND MANAGEMENT, L.P. - THE WENDY'S COMPANY - 13D - AMENDMENT NO. 60 Activist Investment

SC 13D/A 1 amend60.htm THE WENDY'S COMPANY - 13D - AMENDMENT NO. 60 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 60)* THE WENDY’S COMPANY (Name of Issuer) COMMON STOCK, PAR VALUE $.10 PER SHARE (Title of Class of Securities) 95058W100 (CUSIP Number) PETER W. MAY 280 PARK AVENUE NEW YORK, NEW YORK 10017

August 9, 2023 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 3, 2023 THE WENDY’S COMPANY (Exact name of registrant as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

August 9, 2023 EX-10.4

Form of Restricted Stock Unit Award Agreement under The Wendy’s Company 2020 Omnibus Award Plan (Cliff Vesting), incorporated herein by reference to Exhibit 10.4 of The Wendy’s Company Current Report on Form 8-K filed on August 9, 2023 (SEC file no. 001-02207).**

EX-10.4 Exhibit 10.4 RESTRICTED STOCK UNIT AWARD AGREEMENT UNDER THE WENDY’S COMPANY 2020 OMNIBUS AWARD PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), made as of , 20, by and between The Wendy’s Company (the “Company”) and (the “Participant”): WHEREAS, the Company maintains The Wendy’s Company 2020 Omnibus Award Plan (the “Plan”) under which the Compensation Committee of the Compan

August 9, 2023 EX-10.1

Amendment to Awards Issued by The Wendy’s Company Under Various Equity Plans, incorporated herein by reference to Exhibit 10.1 of The Wendy’s Company Current Report on Form 8-K filed on August 9, 2023 (SEC file no. 001-02207).**

EX-10.1 Exhibit 10.1 AMENDMENT TO AWARDS ISSUED BY THE WENDY’S COMPANY UNDER VARIOUS EQUITY PLANS This Amendment (this “Amendment”) is hereby adopted as of this 3rd day of August, 2023 (the “Effective Date”) by The Wendy’s Company (the “Company”) to amend various Awards that had been granted under The Wendy’s Company 2020 Omnibus Award Plan (the “2020 Plan”) and/or The Wendy’s Company 2010 Omnibus

August 9, 2023 EX-99.1

THE WENDY’S COMPANY REPORTS SECOND QUARTER 2023 RESULTS

Exhibit 99.1 THE WENDY’S COMPANY REPORTS SECOND QUARTER 2023 RESULTS Dublin, Ohio (August 9, 2023) - The Wendy’s Company (Nasdaq: WEN) today reported unaudited results for the second quarter ended July 2, 2023. “I am proud of the entire Wendy’s® system for delivering another quarter of meaningful sales and profit growth alongside sustained progress against our strategic growth pillars,” President

August 9, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 2, 2023 ☐ TRANSITION REPORT PURSUANT TO SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 2, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-2207 THE WENDY’S COMPANY (Exac

August 9, 2023 EX-10.2

Form of Nonqualified Stock Option Award Agreement under The Wendy’s Company 2020 Omnibus Award Plan, incorporated herein by reference to Exhibit 10.2 of The Wendy’s Company Current Report on Form 8-K filed on August 9, 2023 (SEC file no. 001-02207).**

EX-10.2 Exhibit 10.2 NONQUALIFIED STOCK OPTION AWARD AGREEMENT UNDER THE WENDY’S COMPANY 2020 OMNIBUS AWARD PLAN Shares of Common Stock THIS NONQUALIFIED STOCK OPTION AWARD AGREEMENT (this “Agreement”) is made as of , 20, by and between The Wendy’s Company (the “Company”) and (the “Optionee”). The Company, pursuant to the provisions of The Wendy’s Company 2020 Omnibus Award Plan (the “Plan”), here

August 9, 2023 EX-10.5

Form of Long-Term Performance Unit Award Agreement for 2023 under The Wendy’s Company 2020 Omnibus Award Plan, incorporated herein by reference to Exhibit 10.5 of The Wendy’s Company Current Report on Form 8-K filed on August 9, 2023 (SEC file no. 001-02207).**

Exhibit 10.5 THE WENDY’S COMPANY LONG-TERM PERFORMANCE UNIT AWARD AGREEMENT (this “Agreement”) The Wendy’s Company (the “Company”), pursuant to the provisions of The Wendy’s Company 2020 Omnibus Award Plan (the “Plan”), hereby irrevocably grants to the Participant stated below an Award (the “Award”) of Performance Units (the “Units”), on , 20 (the “Award Date”), as specified below: Participant: Pe

August 9, 2023 EX-10.3

Form of Restricted Stock Unit Award Agreement under The Wendy’s Company 2020 Omnibus Award Plan (Ratable Vesting), incorporated herein by reference to Exhibit 10.3 of The Wendy’s Company Current Report on Form 8-K filed on August 9, 2023 (SEC file no. 001-02207).**

EX-10.3 Exhibit 10.3 RESTRICTED STOCK UNIT AWARD AGREEMENT UNDER THE WENDY’S COMPANY 2020 OMNIBUS AWARD PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), made as of , 20, by and between The Wendy’s Company (the “Company”) and (the “Participant”): WHEREAS, the Company maintains The Wendy’s Company 2020 Omnibus Award Plan (the “Plan”) under which the Compensation Committee of the Compan

August 9, 2023 EX-10.1

First Amendment to the Class A-1 Note Purchase Agreement, dated as of May 23, 2023, by and among Wendy’s Funding, LLC as Master Issuer, each of Quality Is Our Recipe, LLC, Wendy’s Properties, LLC and Wendy’s SPV Guarantor, LLC, as Guarantors, Wendy’s International, LLC, as Manager, the conduit investors party thereto, the financial institutions party thereto, certain funding agents, and Coöperatieve Rabobank, U.A., New York Branch, as L/C Provider, Swingline Lender and Administrative Agent.*

Exhibit 10.1 FIRST AMENDMENT TO CLASS A-1 NOTE PURCHASE AGREEMENT This First Amendment to the Class A-1 Note Purchase Agreement, dated as of May 23, 2023 (this “Amendment”), is by and among WENDY’S FUNDING, LLC, a Delaware limited liability company (the “Master Issuer”), QUALITY IS OUR RECIPE, LLC, WENDY’S PROPERTIES, LLC, WENDY’S SPV GUARANTOR, LLC, each as a guarantor (collectively, the “Guarant

June 2, 2023 SC 13D/A

WEN / Wendy`s Co - Class A / TRIAN FUND MANAGEMENT, L.P. - THE WENDY'S COMPANY - 13D - AMENDMENT NO. 59 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 59)* THE WENDY’S COMPANY (Name of Issuer) COMMON STOCK, PAR VALUE $.10 PER SHARE (Title of Class of Securities) 95058W100 (CUSIP Number) PETER W. MAY 280 PARK AVENUE NEW YORK, NEW YORK 10017 TEL. NO.: (212) 451-3000 BRIAN L. SCHORR, ESQ. CHIEF LEGAL OFFICER

May 17, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 17, 2023 (May 16, 2023) THE WEN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 17, 2023 (May 16, 2023) THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

May 10, 2023 EX-10.1

Form of Long-Term Performance Unit Award Agreement for 2023 under

Exhibit 10.1 THE WENDY’S COMPANY LONG-TERM PERFORMANCE UNIT AWARD AGREEMENT (this “Agreement”) The Wendy’s Company (the “Company”), pursuant to the provisions of The Wendy’s Company 2020 Omnibus Award Plan (the “Plan”), hereby irrevocably grants to the Participant stated below an Award (the “Award”) of Performance Units (the “Units”), on , 20 (the “Award Date”), as specified below: Participant: Pe

May 10, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 10, 2023 THE WENDY’S COMPANY (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 10, 2023 THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

May 10, 2023 EX-99.1

THE WENDY’S COMPANY REPORTS FIRST QUARTER 2023 RESULTS

EX-99.1 Exhibit 99.1 THE WENDY’S COMPANY REPORTS FIRST QUARTER 2023 RESULTS Dublin, Ohio (May 10, 2023) - The Wendy’s Company (Nasdaq: WEN) today reported unaudited results for the first quarter ended April 2, 2023. “Our strong first quarter results build on the momentum we created in 2022,” President and Chief Executive Officer Todd Penegor said. “We delivered our sixth consecutive quarter of dou

May 10, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 2, 2023 ☐ TRANSITION REPORT PURSUANT TO S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 2, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-2207 THE WENDY’S COMPANY (Exa

April 28, 2023 PX14A6G

United States Securities and Exchange Commission Washington, D.C. 20549 Notice of Exempt Solicitation Pursuant to Rule 14a-103

United States Securities and Exchange Commission Washington, D.C. 20549 Notice of Exempt Solicitation Pursuant to Rule 14a-103 Name of the Registrant: The Wendy’s Company Name of persons relying on exemption: The Franciscan Sisters of Allegany, NY Address of persons relying on exemption: Investor Advocates for Social Justice 40 S. Fullerton Ave. Montclair, NJ 07042 Written materials are submitted

April 24, 2023 PX14A6G

Support Proposal 6 Requesting an Independent Board Chair at Wendy’s Chair Peltz has Outsized Influence, Misaligned Interests, Overseen Underperformance

April 24, 2023 Support Proposal 6 Requesting an Independent Board Chair at Wendy’s Chair Peltz has Outsized Influence, Misaligned Interests, Overseen Underperformance Dear fellow Wendy’s Shareholder, I urge you to vote for Proposal 6 at Wendy’s annual meeting on May 16, 2023.

April 14, 2023 PX14A6N

SECURITIES & EXCHANGE COMMISSION WASHINGTON, D.C. 20549 NOTICE OF EXEMPT SOLICITATION (VOLUNTARY SUBMISSION)

wen23shletter.htm - Generated by SEC Publisher for SEC Filing SECURITIES & EXCHANGE COMMISSION WASHINGTON, D.C. 20549 NOTICE OF EXEMPT SOLICITATION (VOLUNTARY SUBMISSION) NAME OF REGISTRANT: The Wendy’s Company NAME OF PERSON RELYING ON EXEMPTION: SOC Investment Group ADDRESS OF PERSON RELYING ON EXEMPTION: 1900 L Street, NW, Suite 900, Washington, DC 20036 Written materials are submitted pursuant

March 30, 2023 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14

March 30, 2023 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

DEFA14A 1 d269707ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as

March 28, 2023 EX-99.1

The Wendy’s Company Announces Addition of Michelle Caruso-Cabrera to Board of Directors

EX-99.1 Exhibit 99.1 The Wendy’s Company Announces Addition of Michelle Caruso-Cabrera to Board of Directors DUBLIN, Ohio, March 28, 2023/PR Newswire/ — The Wendy’s Company (Nasdaq: WEN) today announced that on March 23, 2023 its Board of Directors increased the size of the Board from 11 to 12 members and elected Michelle Caruso-Cabrera to serve as a director of the Company, effective immediately.

March 28, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 28, 2023 (March 23, 2023) THE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 28, 2023 (March 23, 2023) THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

March 3, 2023 SC 13D/A

WEN / Wendy`s Co - Class A / TRIAN FUND MANAGEMENT, L.P. - THE WENDY'S COMPANY - 13D - AMENDMENT NO. 58 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 58)* THE WENDY’S COMPANY (Name of Issuer) COMMON STOCK, PAR VALUE $.10 PER SHARE (Title of Class of Securities) 95058W100 (CUSIP Number) PETER W. MAY 280 PARK AVENUE NEW YORK, NEW YORK 10017 TEL. NO.: (212) 451-3000 BRIAN L. SCHORR, ESQ. CHIEF LEGAL OFFICER

March 1, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED January 1, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED January 1, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission file number: 1-2207 THE WENDY’S COMPANY (Exact nam

March 1, 2023 EX-99.1

THE WENDY’S COMPANY REPORTS FOURTH QUARTER AND FULL YEAR 2022 RESULTS

EX-99.1 Exhibit 99.1 THE WENDY’S COMPANY REPORTS FOURTH QUARTER AND FULL YEAR 2022 RESULTS Dublin, Ohio (March 1, 2023) - The Wendy’s Company (Nasdaq: WEN) today reported audited results for the fourth quarter and full year ended January 1, 2023. The Company previously issued preliminary unaudited results for the fourth quarter and full year ended January 1, 2023 on January 13, 2023. “Our strong 2

March 1, 2023 EX-10.46

Amendment to Employment Letter between The Wendy’s Company and J. Kevin Vasconi dated as of February 28, 2023

Exhibit 10.46 Amendment to Employment Letter This Amendment to the Employment Letter dated as of September 28, 2020, by and between The Wendy’s Company, a Delaware corporation (the “Company”), and Kevin Vasconi, an individual (“Executive”) (the “Employment Letter”), is made as of this 28th day of February, 2023. 1.Section 9 of the Employment Letter is hereby replaced in its entirety to read as fol

March 1, 2023 EX-21.1

Subsidiaries of the Registrant.*

EXHIBIT 21.1 THE WENDY’S COMPANY LIST OF SUBSIDIARIES AS OF January 1, 2023 SUBSIDIARY STATE OR JURISDICTION UNDER WHICH ORGANIZED 256 Gift Card Inc. Tennessee Adams Packing Association, Inc. Delaware Citrus Acquisition Corporation Florida Oldemark LLC Delaware Quality Is Our Recipe, LLC Delaware SEPSCO, LLC Delaware The Wendy’s National Advertising Program, Inc. Ohio TIMWEN Partnership (1) Ontari

March 1, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 1, 2023 THE WENDY’S COMPANY (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 1, 2023 THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

February 9, 2023 SC 13G/A

WEN / The Wendy's Company / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv02237-wendysco.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 7)* Name of issuer: Wendy's Co. Title of Class of Securities: Common Stock CUSIP Number: 95058W100 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule purs

February 8, 2023 SC 13G/A

WEN / The Wendy's Company / MASSACHUSETTS FINANCIAL SERVICES CO /MA/ - SEC SCHEDULE 13G Passive Investment

SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* WENDY'S CO/THE (Name of Issuer) Common Stock (Title of Class of Securities) 95058W100 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desi

January 13, 2023 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 13, 2023 (January 9, 2023) THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

January 13, 2023 EX-99.1

THE WENDY’S COMPANY REPORTS PRELIMINARY FOURTH QUARTER AND FULL YEAR 2022 RESULTS Increases regular quarterly cash dividend to 25 cents per share, announces new $500 million share repurchase authorization

Exhibit 99.1 THE WENDY’S COMPANY REPORTS PRELIMINARY FOURTH QUARTER AND FULL YEAR 2022 RESULTS Increases regular quarterly cash dividend to 25 cents per share, announces new $500 million share repurchase authorization Dublin, Ohio (January 13, 2023) - The Wendy’s Company (Nasdaq: WEN) today reported preliminary, unaudited results for the fourth quarter and fiscal year ended January 1, 2023. The Co

January 13, 2023 SC 13D/A

WEN / The Wendy's Company / TRIAN FUND MANAGEMENT, L.P. - THE WENDY'S COMPANY - 13D - AMENDMENT NO. 57 Activist Investment

SC 13D/A 1 amend57.htm THE WENDY'S COMPANY - 13D - AMENDMENT NO. 57 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 57)* THE WENDY’S COMPANY (Name of Issuer) COMMON STOCK, PAR VALUE $.10 PER SHARE (Title of Class of Securities) 95058W100 (CUSIP Number) PETER W. MAY 280 PARK AVENUE NEW YORK, NEW YORK 10017

January 12, 2023 EX-99.1

The Wendy’s Company to Report Preliminary Fourth Quarter and Full Year 2022 Results on Friday, January 13

EX-99.1 Exhibit 99.1 The Wendy’s Company to Report Preliminary Fourth Quarter and Full Year 2022 Results on Friday, January 13 DUBLIN, Ohio (January 12, 2023) – The Wendy’s Company (Nasdaq: WEN) will release its preliminary, unaudited fourth quarter and full year 2022 results and provide an update on its capital allocation plans before the market opens on Friday, January 13. The Company will host

January 12, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 12, 2023 THE WENDY’S COMPAN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 12, 2023 THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

November 9, 2022 EX-99.1

THE WENDY’S COMPANY REPORTS THIRD QUARTER 2022 RESULTS

EX-99.1 Exhibit 99.1 THE WENDY’S COMPANY REPORTS THIRD QUARTER 2022 RESULTS Dublin, Ohio (November 9, 2022) - The Wendy’s Company (Nasdaq: WEN) today reported unaudited results for the third quarter ended October 2, 2022. “I am proud of the Wendy’s® System for achieving significant one-year global same-restaurant sales acceleration, which allowed us to deliver a fourth consecutive quarter of doubl

November 9, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 2, 2022 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 2, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-2207 THE WENDY’S COMPANY (E

November 9, 2022 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 9, 2022 THE WENDY’S COMPAN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 9, 2022 THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

August 19, 2022 CORRESP

Via EDGAR

CORRESP 1 filename1.htm Via EDGAR August 19, 2022 Ms. Nasreen Mohammed and Mr. Joel Parker Office of Trade & Services Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: The Wendy’s Company Form 10-K for the Fiscal Year Ended January 2, 2022 Filed March 1, 2022 File No. 001-02207 Dear Ms. Mohammed and Mr. Parker: We are responding in ele

August 10, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 3, 2022 ☐ TRANSITION REPORT PURSUANT TO SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 3, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-2207 THE WENDY?S COMPANY (Exac

August 10, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 10, 2022 THE WENDY?S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

August 10, 2022 EX-99.1

THE WENDY’S COMPANY REPORTS SECOND QUARTER 2022 RESULTS

Exhibit 99.1 THE WENDY?S COMPANY REPORTS SECOND QUARTER 2022 RESULTS Dublin, Ohio (August 10, 2022) - The Wendy?s Company (Nasdaq: WEN) today reported unaudited results for the second quarter ended July 3, 2022. ?We are proud of the entire Wendy?s? system for delivering a third consecutive quarter of accelerating double digit Global same-restaurant sales on a two-year basis, which exceeded our exp

May 27, 2022 EX-99.1

The Wendy’s Company Reaffirms 2022 Outlook Company Postpones Investor Day

Exhibit 99.1 The Wendy?s Company Reaffirms 2022 Outlook Company Postpones Investor Day May 26, 2022 ? The Wendy?s Company (Nasdaq: WEN) today reaffirmed its 2022 outlook. ?As evidenced by our sales momentum, which accelerated on a 2-year basis in Q1 2022, we continue to make significant progress across our three long-term growth pillars: building our breakfast daypart, accelerating our digital bus

May 27, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 26, 2022 THE WENDY?S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

May 25, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 24, 2022 THE WENDY?S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

May 25, 2022 EX-99.1

THE WENDY’S COMPANY COMMENTS ON AMENDED 13D FILING FROM TRIAN PARTNERS

EX-99.1 Exhibit 99.1 THE WENDY’S COMPANY COMMENTS ON AMENDED 13D FILING FROM TRIAN PARTNERS DUBLIN, Ohio, May 24, 2022 /PRNewswire/ — The Wendy’s Company (Nasdaq: WEN) today issued the following statement regarding the Schedule 13D/A filed by Trian Fund Management, L.P. and certain of its affiliates with the Securities and Exchange Commission: “The Wendy’s Company’s Board of Directors and manageme

May 24, 2022 SC 13D/A

WEN / The Wendy's Company / TRIAN FUND MANAGEMENT, L.P. - THE WENDY'S COMPANY - 13D - AMENDMENT NO. 56 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 56)* THE WENDY?S COMPANY (Name of Issuer) COMMON STOCK, PAR VALUE $.10 PER SHARE (Title of Class of Securities) 95058W100 (CUSIP Number) PETER W. MAY 280 PARK AVENUE NEW YORK, NEW YORK 10017 TEL. NO.: (212) 451-3000 BRIAN L. SCHORR, ESQ. CHIEF LEGAL OFFICER

May 19, 2022 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 19, 2022 (May 18, 2022) THE WENDY?S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

May 16, 2022 PX14A6G

Notice Of Exempt Solicitation: (VOLUNTARY SUBMISSION)

Notice Of Exempt Solicitation: (VOLUNTARY SUBMISSION) NAME OF REGISTRANT: Wendy’s Co NAME OF PERSON RELYING ON EXEMPTION: Majority Action ADDRESS OF PERSON RELYING ON EXEMPTION: PO Box 4831, Silver Spring, MD 20914 Written materials are submitted pursuant to Rule 14a-6(g)(1) promulgated under the Securities Exchange Act of 1934.

May 12, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

May 11, 2022 EX-10.3

Form of Long-Term Performance Unit Award Agreement for 2022 under The Wendy’s Company 2020 Omnibus Award Plan

Exhibit 10.3 THE WENDY?S COMPANY LONG-TERM PERFORMANCE UNIT AWARD AGREEMENT (this ?Agreement?) The Wendy?s Company (the ?Company?), pursuant to the provisions of The Wendy?s Company 2020 Omnibus Award Plan (the ?Plan?), hereby irrevocably grants to the Participant stated below an Award (the ?Award?) of Performance Units (the ?Units?), on , 20 (the ?Award Date?), as specified below: Participant: Pe

May 11, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 11, 2022 THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

May 11, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 3, 2022 ☐ TRANSITION REPORT PURSUANT TO S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 3, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-2207 THE WENDY?S COMPANY (Exa

May 11, 2022 EX-99.1

THE WENDY’S COMPANY REPORTS FIRST QUARTER 2022 RESULTS COMPANY TO HOST VIRTUAL INVESTOR DAY ON JUNE 9

Exhibit 99.1 THE WENDY?S COMPANY REPORTS FIRST QUARTER 2022 RESULTS COMPANY TO HOST VIRTUAL INVESTOR DAY ON JUNE 9 Dublin, Ohio (May 11, 2022) - The Wendy?s Company (Nasdaq: WEN) today reported unaudited results for the first quarter ended April 3, 2022. ?We continue to make meaningful progress against our three strategic growth pillars, reinforcing the strength and resiliency of the Wendy?s? bran

April 11, 2022 PX14A6G

NOTICE OF EXEMPT SOLICITATION (VOLUNTARY SUBMISSION)

NOTICE OF EXEMPT SOLICITATION (VOLUNTARY SUBMISSION) NAME OF REGISTRANT: Wendy's Co NAME OF PERSON RELYING ON EXEMPTION: Majority Action ADDRESS OF PERSON RELYING ON EXEMPTION: PO Box 4831, Silver Spring, MD 20914 Written materials are submitted pursuant to Rule 14a-6(g)(1) promulgated under the Securities Exchange Act of 1934.

April 6, 2022 PX14A6G

United States Securities and Exchange Commission Washington, DC 20549 Notice of Exempt Solicitation

PX14A6G 1 b4622px14a6g.htm United States Securities and Exchange Commission Washington, DC 20549 Notice of Exempt Solicitation 1. Name of Registrant: THE WENDY’S COMPANY 2. Name of person relying on exemption: the humane society of the united states 3. Address of person relying on exemption: 1255 23rd St NW, Suite 450 Washington, DC 20037 4. Written materials: The attached written materials are su

April 4, 2022 EX-10.1

Fifth Amendment to the Management Agreement, dated as of April 1, 2022, by and among Wendy’s Funding, LLC, as Master Issuer, certain subsidiaries of Wendy’s Funding, LLC party thereto, Wendy’s International, LLC, as Manager, and Citibank, N.A., as Trustee, incorporated herein by reference to Exhibit 10.1 of The Wendy’s Company Current Report on Form 8-K filed on April 4, 2022 (SEC file no. 001-02207).

Exhibit 10.1 FIFTH AMENDMENT TO MANAGEMENT AGREEMENT THIS FIFTH AMENDMENT TO MANAGEMENT AGREEMENT (the ?Amendment?), dated as of April 1, 2022, is made pursuant to that certain Management Agreement dated as of June 1, 2015, (as previously amended by the First Amendment to Management Agreement, dated as of January 17, 2018, the Second Amendment to Management Agreement, dated as of June 26, 2019, th

April 4, 2022 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 4, 2022 (April 1, 2022) THE WENDY?S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Co

April 4, 2022 EX-4.1

Amended and Restated Base Indenture, dated as of April 1, 2022, by and between Wendy’s Funding, LLC, as Master Issuer, and Citibank, N.A., as Trustee and Securities Intermediary, incorporated herein by reference to Exhibit 4.1 of The Wendy’s Company Current Report on Form 8-K filed on April 4, 2022 (SEC file no. 001-02207).

Exhibit 4.1 WENDY?S FUNDING, LLC, as Master Issuer, and CITIBANK, N.A., as Trustee and Securities Intermediary AMENDED AND RESTATED BASE INDENTURE Dated as of April 1, 2022 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.1 Definitions 1 Section 1.2 Cross-References 2 Section 1.3 Accounting Terms; Accounting and Financial Determinations; No Duplication 2 Sect

April 4, 2022 EX-4.2

Series 2022-1 Supplement to Amended and Restated Base Indenture, dated as of April 1, 2022, by and between Wendy’s Funding, LLC, as Master Issuer of the Series 2022-1 fixed rate senior secured notes, Class A-2 and Citibank, N.A., as Trustee and Series 2022-1 Securities Intermediary, incorporated herein by reference to Exhibit 4.2 of The Wendy’s Company Current Report on Form 8-K filed on April 4, 2022 (SEC file no. 001-02207).

Exhibit 4.2 WENDY?S FUNDING, LLC, as Master Issuer, and CITIBANK, N.A., as Trustee and Series 2022-1 Securities Intermediary SERIES 2022-1 SUPPLEMENT Dated as of April 1, 2022 to AMENDED AND RESTATED BASE INDENTURE Dated as of April 1, 2022 $100,000,000 Series 2022-1 4.236% Fixed Rate Senior Secured Notes, Class A-2-I $400,000,000 Series 2022-1 4.535% Fixed Rate Senior Secured Notes, Class A-2-II

March 31, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

March 31, 2022 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

DEF 14A 1 d246453ddef14a.htm DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Com

March 24, 2022 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 23, 2022 THE WENDY’S COMPANY (Exact name of registrant as specified in charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number

March 24, 2022 EX-10.1

2022-1 Class A-2 Note Purchase Agreement, dated as of March 23, 2022, by and among The Wendy’s Company, the subsidiaries of The Wendy’s Company party thereto and Barclays Capital Inc. and Jefferies LLC, each acting on behalf of itself and as a representative of the initial purchasers, incorporated herein by reference to Exhibit 10.1 of The Wendy’s Company Current Report on Form 8-K filed on March 24 , 2022 (SEC file no. 001-02207).

Exhibit 10.1 WENDY?S FUNDING, LLC SERIES 2022-1 4.236% FIXED RATE SENIOR SECURED NOTES, CLASS A-2-I SERIES 2022-1 4.535% FIXED RATE SENIOR SECURED NOTES, CLASS A-2-II PURCHASE AGREEMENT March 23, 2022 BARCLAYS CAPITAL INC., and JEFFERIES LLC, each on behalf of itself and as a representative of the several Initial Purchasers named in Schedule I of this Agreement c/o BARCLAYS CAPITAL INC. 745 Sevent

March 21, 2022 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 21, 2022 THE WENDY?S COMPANY (Exact Name of Registrant as Specified in Charter) Delaware 1-2207 38-0471180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.

March 1, 2022 EX-4.13

Description of Securities of the Registrant, incorporated herein by reference to Exhibit 4.13 of The Wendy’s Company Form 10-K for the fiscal year ended January 2, 2022 (SEC file no. 001-02207).

Exhibit 4.13 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following summary describes the securities of The Wendy?s Company (the ?Company,? ?we,? ?us,? or ?our?) that are registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended, and the applicable provisions of our amended and restated certificat

March 1, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED January 2, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED January 2, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission file number: 1-2207 THE WENDY?S COMPANY (Exact nam

March 1, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 1, 2022 THE WENDY?S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

March 1, 2022 EX-21.1

Subsidiaries of the Registrant.*

EX-21.1 3 ex211202110k.htm SUBSIDIARIES OF REGISTRANT EXHIBIT 21.1 THE WENDY’S COMPANY LIST OF SUBSIDIARIES AS OF January 2, 2022 SUBSIDIARY STATE OR JURISDICTION UNDER WHICH ORGANIZED 256 Gift Card Inc. Tennessee Adams Packing Association, Inc. Delaware Citrus Acquisition Corporation Florida Oldemark LLC Delaware Quality Is Our Recipe, LLC Delaware SEPSCO, LLC Delaware The Wendy’s National Advert

March 1, 2022 EX-99.1

THE WENDY’S COMPANY REPORTS FOURTH QUARTER AND FULL YEAR 2021 RESULTS

Exhibit 99.1 THE WENDY?S COMPANY REPORTS FOURTH QUARTER AND FULL YEAR 2021 RESULTS Dublin, Ohio (March 1, 2022) - The Wendy?s Company (Nasdaq: WEN) today reported results for the fourth quarter and fiscal year ended January 2, 2022. ?2021 was a breakthrough year, as evidenced by significant growth across our business,? President and Chief Executive Officer Todd Penegor said. ?Global same-restauran

February 24, 2022 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 24, 2022 THE WENDY?S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

February 10, 2022 SC 13G/A

WEN / The Wendy's Company / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 6)* Name of issuer: Wendy's Co. Title of Class of Securities: Common Stock CUSIP Number: 95058W100 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ??Rule 13

February 2, 2022 SC 13G

WEN / The Wendy's Company / MASSACHUSETTS FINANCIAL SERVICES CO /MA/ - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* WENDY'S CO/THE (Name of Issuer) Common Stock (Title of Class of Securities) 95058W100 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule

December 22, 2021 S-3ASR

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON DECEMBER 22, 2021

S-3ASR 1 d232524ds3asr.htm S-3ASR Table of Contents AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON DECEMBER 22, 2021 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 THE WENDY’S COMPANY (Exact name of registrant as specified in its charter) Delaware 38-0471180 (State or other juri

December 22, 2021 EX-25.1

Statement of eligibility on Form T-l of Computershare Trust Company, National Association with respect to the Company under the Senior Indenture.

Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ? CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of trustee as specified in its charter) N

December 22, 2021 EX-4.4

Form of Indenture to be entered into by the Company and Computershare Trust Company, National Association, as trustee (“Subordinated Indenture”).

Exhibit 4.4 THE WENDY?S COMPANY and COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, Trustee INDENTURE Dated as of , Providing for Issuance of Subordinated Debt Securities in Series TABLE OF CONTENTS Page ARTICLE I Definitions and Other Provisions of General Application 1 Section 1.01 Definitions 1 Section 1.02 Compliance Certificates and Opinions 11 Section 1.03 Form of Documents Delivered to T

December 22, 2021 EX-4.3

Form of Indenture to be entered into by the Company and Computershare Trust Company, National Association, as trustee (“Senior Indenture”).

Exhibit 4.3 THE WENDY?S COMPANY and COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, Trustee INDENTURE Dated as of , Providing for Issuance of Senior Debt Securities in Series TABLE OF CONTENTS Page ARTICLE I Definitions and Other Provisions of General Application 1 Section 1.01 Definitions 1 Section 1.02 Compliance Certificates and Opinions 10 Section 1.03 Form of Documents Delivered to Trustee

December 22, 2021 EX-25.2

Statement of eligibility on Form T-l of Computershare Trust Company, National Association with respect to the Company under the Subordinated Indenture.

Exhibit 25.2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ? CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of trustee as specified in its charter) N

November 30, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 30, 2021 (November 23, 2021) THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

November 12, 2021 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 12, 2021 (November 11, 2021) THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

November 10, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 10, 2021 THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

November 10, 2021 EX-99.1

THE WENDY’S COMPANY REPORTS THIRD QUARTER 2021 RESULTS

Exhibit 99.1 THE WENDY?S COMPANY REPORTS THIRD QUARTER 2021 RESULTS Dublin, Ohio (November 10, 2021) - The Wendy?s Company (Nasdaq: WEN) today reported unaudited results for the third quarter ended October 3, 2021. ?We are extremely proud of the progress we are making against our three strategic growth pillars,? President and Chief Executive Officer Todd Penegor said. ?We continued to grow our bre

November 10, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 3, 2021 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 3, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-2207 THE WENDY?S COMPANY (E

November 8, 2021 EX-99.1

The Wendy’s Company Announces Addition of Richard H. Gomez to Board of Directors

Exhibit 99.1 The Wendy?s Company Announces Addition of Richard H. Gomez to Board of Directors DUBLIN, Ohio ? November 8, 2021 ? The Wendy?s Company (Nasdaq: WEN) today announced that on November 4, 2021 the Board of Directors increased the size of the Board from 11 to 12 members and elected Richard (Rick) H. Gomez to serve as a director of the Company, effective immediately. Gomez is Executive Vic

November 8, 2021 EX-3.1

By-Laws of The Wendy’s Company (as amended and restated through November 4, 2021), incorporated herein by reference to Exhibit 3.1 of The Wendy’s Company Current Report on Form 8-K filed on November 8, 2021 (SEC file no. 001-02207).

Exhibit 3.1 THE WENDY?S COMPANY BY-LAWS (as amended and restated through November 4, 2021) ARTICLE I OFFICES SECTION 1. Registered Office in Delaware. The registered office of the Corporation (as defined in Article IX below) in the State of Delaware shall be located at 1209 Orange Street, in the City of Wilmington, County of New Castle, and the name of the resident agent in charge thereof shall be

November 8, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 8, 2021 (November 4, 2021) THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

August 11, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 4, 2021 ☐ TRANSITION REPORT PURSUANT TO SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 4, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-2207 THE WENDY?S COMPANY (Exac

August 11, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 11, 2021 THE WENDY?S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

August 11, 2021 EX-99.1

THE WENDY’S COMPANY REPORTS SECOND QUARTER 2021 RESULTS

Exhibit 99.1 THE WENDY?S COMPANY REPORTS SECOND QUARTER 2021 RESULTS Dublin, Ohio (August 11, 2021) - The Wendy?s Company (Nasdaq: WEN) today reported unaudited results for the second quarter ended July 4, 2021. ?We are thrilled to once again increase our 2021 financial outlook across all key financial metrics, driven by a transformative quarter that showcased our continued momentum and the overal

June 28, 2021 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 28, 2021 THE WENDY?S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

June 28, 2021 EX-99.1

IN THE UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF OHIO IN RE THE WENDY’S COMPANY ) CASE NO: 1:16-cv-01153-TSB SHAREHOLDER DERIVATIVE ) JUDGE TIMOTHY S. BLACK ACTION ) )

Exhibit 99.1 IN THE UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF OHIO IN RE THE WENDY?S COMPANY ) CASE NO: 1:16-cv-01153-TSB SHAREHOLDER DERIVATIVE ) JUDGE TIMOTHY S. BLACK ACTION ) ) TO: ALL CURRENT RECORD HOLDERS AND BENEFICIAL OWNERS OF COMMON STOCK OF THE WENDY?S COMPANY (?WENDY?S?) AS OF FEBRUARY 14, 2019 PLEASE READ THIS SUMMARY NOTICE CAREFULLY AND IN ITS ENTIRETY AS YOUR RIGHTS MAY BE

June 23, 2021 EX-4.2

Seventh Supplement to the Base Indenture, dated as of June 22, 2021, by and between Wendy’s Funding, LLC, as Master Issuer, and Citibank, N.A., as Trustee and Securities Intermediary, incorporated herein by reference to Exhibit 4.2 of The Wendy’s Company Current Report on Form 8-K filed on June 23, 2021 (SEC file no. 001-02207).

Exhibit 4.2 WENDY?S FUNDING, LLC, as Master Issuer and CITIBANK, N.A., as Trustee and Securities Intermediary SEVENTH SUPPLEMENT Dated as of June 22, 2021 to the BASE INDENTURE Dated as of June 1, 2015 Asset Backed Notes (Issuable in Series) SEVENTH SUPPLEMENT TO BASE INDENTURE SEVENTH SUPPLEMENT, dated as of June 22, 2021 (this ?Seventh Supplement?), to the Base Indenture, dated as of June 1, 201

June 23, 2021 EX-10.2

Fourth Amendment to the Management Agreement, dated as of June 22, 2021, by and among Wendy’s Funding, LLC, as Master Issuer, certain subsidiaries of Wendy’s Funding, LLC party thereto, Wendy’s International, LLC, as Manager, and Citibank, N.A., as Trustee, incorporated herein by reference to Exhibit 10.2 of The Wendy’s Company Current Report on Form 8-K filed on June 23, 2021 (SEC file no. 001-02207).

Exhibit 10.2 EXECUTION VERSION FOURTH AMENDMENT TO MANAGEMENT AGREEMENT THIS FOURTH AMENDMENT TO MANAGEMENT AGREEMENT (the ?Amendment?), dated as of June 22, 2021, is made pursuant to that certain Management Agreement dated as of June 1, 2015, (as previously amended by the First Amendment to Management Agreement, dated as of January 17, 2018, the Second Amendment to Management Agreement, dated as

June 23, 2021 EX-10.1

Class A-1 Note Purchase Agreement, dated as of June 22, 2021, by and among Wendy’s Funding, LLC, as Master Issuer, each of Quality Is Our Recipe, LLC, Wendy’s Properties, LLC and Wendy’s SPV Guarantor, LLC, as Guarantors, Wendy’s International, LLC, as Manager, the conduit investors party thereto, the financial institutions party thereto, certain funding agents, and Coöperatieve Rabobank, U.A., New York Branch, as L/C Provider, Swingline Lender and Administrative Agent, incorporated herein by reference to Exhibit 10.1 of The Wendy’s Company Current Report on Form 8-K filed on June 23, 2021 (SEC file no. 001-02207).

Exhibit 10.1 EXECUTION COPY CLASS A-1 NOTE PURCHASE AGREEMENT (SERIES 2021-1 VARIABLE FUNDING SENIOR NOTES, CLASS A-1) dated as of June 22, 2021 among WENDY?S FUNDING, LLC, as Master Issuer, QUALITY IS OUR RECIPE, LLC, WENDY?S PROPERTIES, LLC, WENDY?S SPV GUARANTOR, LLC, each as a Guarantor, WENDY?S INTERNATIONAL, LLC, as Manager, CERTAIN CONDUIT INVESTORS, each as a Conduit Investor, CERTAIN FINA

June 23, 2021 8-K

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 23, 2021 (June 22, 2021) THE WENDY?S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Co

June 23, 2021 EX-4.1

Series 2021-1 Supplement to Base Indenture, dated as of June 22, 2021, by and between Wendy’s Funding, LLC, as Master Issuer of the Series 2021-1 fixed rate senior secured notes, Class A-2, and Series 2021-1 variable funding senior notes, Class A-1, and Citibank, N.A., as Trustee and Series 2021-1 Securities Intermediary, incorporated herein by reference to Exhibit 4.1 of The Wendy’s Company Current Report on Form 8-K filed on June 23, 2021 (SEC file no. 001-02207).

Exhibit 4.1 WENDY?S FUNDING, LLC, as Master Issuer, and CITIBANK, N.A., as Trustee and Series 2021-1 Securities Intermediary SERIES 2021-1 SUPPLEMENT Dated as of June 22, 2021 to BASE INDENTURE Dated as of June 1, 2015 $300,000,000 Series 2021-1 Variable Funding Senior Notes, Class A-1 $450,000,000 Series 2021-1 2.370% Fixed Rate Senior Secured Notes, Class A-2-I $650,000,000 Series 2021-1 2.775%

June 16, 2021 EX-10.1

2021-1 Class A-2 Note Purchase Agreement, dated as of June 15, 2021, by and among The Wendy’s Company, the subsidiaries of The Wendy’s Company party thereto and Guggenheim Securities, LLC and Jefferies LLC, each acting on behalf of itself and as the representatives of the initial purchasers, incorporated herein by reference to Exhibit 10.1 of The Wendy’s Company Current Report on Form 8-K filed on June 16, 2021 (SEC file no. 001-02207).

EX-10.1 Exhibit 10.1 WENDY’S FUNDING, LLC SERIES 2021-1 2.370% FIXED RATE SENIOR SECURED NOTES, CLASS A-2-I SERIES 2021-1 2.775% FIXED RATE SENIOR SECURED NOTES, CLASS A-2-II PURCHASE AGREEMENT June 15, 2021 GUGGENHEIM SECURITIES, LLC JEFFERIES LLC, as Representatives of the several Initial Purchasers named in Schedule I hereto c/o Guggenheim Securities, LLC 330 Madison Avenue New York, New York 1

June 16, 2021 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 16, 2021 (June 15, 2021) THE WENDY?S COMPANY (Exact name of registrant as specified in charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commiss

June 9, 2021 EX-99.1

The Wendy’s Company Announces Refinancing Transaction

EXHIBIT 99.1 The Wendy?s Company Announces Refinancing Transaction Dublin, Ohio (June 9, 2021) - The Wendy?s Company (Nasdaq: WEN) (the ?Company?) today announced that certain of its subsidiaries commenced a refinancing transaction, which will consist of the refinancing of a portion of their outstanding securitization debt with a new series of securitized notes under the existing securitized finan

June 9, 2021 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 9, 2021 THE WENDY?S COMPANY (Exact Name of Registrant as Specified in Charter) Delaware 1-2207 38-0471180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.

May 19, 2021 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 19, 2021 (May 18, 2021) THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

May 12, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 12, 2021 THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

May 12, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 4, 2021 ☐ TRANSITION REPORT PURSUANT TO S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 4, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-2207 THE WENDY?S COMPANY (Exa

May 12, 2021 EX-99.1

THE WENDY’S COMPANY REPORTS FIRST QUARTER 2021 RESULTS

Exhibit 99.1 THE WENDY?S COMPANY REPORTS FIRST QUARTER 2021 RESULTS Dublin, Ohio (May 12, 2021) - The Wendy?s Company (Nasdaq: WEN) today reported unaudited results for the first quarter ended April 4, 2021. ?We are increasing our 2021 financial outlook meaningfully across all key financial metrics, driven by an outstanding first quarter that underscores our continued momentum and the overall stre

May 12, 2021 EX-10.1

Form of Long-Term Performance Unit Award Agreement for 2021 under The Wendy’s Company 2020 Omnibus Award Plan, incorporated herein by reference to Exhibit 10.1 of The Wendy’s Company Form 10-Q for the quarter ended April 4, 2021 (SEC file no. 001-02207).**

EX-10.1 2 twcex101xq1-21.htm LONG TERM PERFORMANCE UNIT AWARD AGREEMENT Exhibit 10.1 THE WENDY’S COMPANY LONG-TERM PERFORMANCE UNIT AWARD AGREEMENT (this “Agreement”) The Wendy’s Company (the “Company”), pursuant to the provisions of The Wendy’s Company 2020 Omnibus Award Plan (the “Plan”), hereby irrevocably grants to the Participant stated below an Award (the “Award”) of Performance Units (the “

April 20, 2021 PX14A6G

-

PX14A6G 1 d420210px14a6g.htm United States Securities and Exchange Commission Washington, D.C. 20549 Notice of Exempt Solicitation Pursuant to Rule 14a-103 Name of the Registrant: The Wendy’s Company Name of persons relying on exemption: Franciscan Sisters of Allegany, NY Address of persons relying on exemption: Investor Advocates for Social Justice, 40 S. Fullerton Ave, Montclair, NJ 07042 Writte

April 1, 2021 DEF 14A

Schedule 14A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14

April 1, 2021 DEFA14A

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

March 3, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 3, 2021 THE WENDY?S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

March 3, 2021 EX-21.1

Subsidiaries of the Registrant.*

EXHIBIT 21.1 THE WENDY?S COMPANY LIST OF SUBSIDIARIES AS OF January 3, 2021 SUBSIDIARY STATE OR JURISDICTION UNDER WHICH ORGANIZED 256 Gift Card Inc. Tennessee Adams Packing Association, Inc. Delaware Citrus Acquisition Corporation Florida Oldemark LLC Delaware Quality Is Our Recipe, LLC Delaware SEPSCO, LLC Delaware The Wendy?s National Advertising Program, Inc. Ohio TIMWEN Partnership (1) Ontari

March 3, 2021 EX-4.11

Sixth Supplement to the Base Indenture, dated as of January 3, 2021, by and between Wendy’s Funding, LLC, as Master Issuer, and Citibank, N.A., as Trustee and Securities Intermediary.*

Exhibit 4.11 WENDY?S FUNDING, LLC, as Master Issuer and CITIBANK, N.A., as Trustee and Securities Intermediary SIXTH SUPPLEMENT Dated as of January 3, 2021 to the BASE INDENTURE Dated as of June 1, 2015 Asset Backed Notes (Issuable in Series) SIXTH SUPPLEMENT TO BASE INDENTURE SIXTH SUPPLEMENT, dated as of January 3, 2021 (this ?Sixth Supplement?), to the Base Indenture, dated as of June 1, 2015,

March 3, 2021 EX-99.1

THE WENDY’S COMPANY REPORTS FOURTH QUARTER AND FULL YEAR 2020 RESULTS

EX-99.1 2 d149081dex991.htm EX-99.1 Exhibit 99.1 THE WENDY’S COMPANY REPORTS FOURTH QUARTER AND FULL YEAR 2020 RESULTS Dublin, Ohio (March 3, 2021) - The Wendy’s Company (Nasdaq: WEN) today reported results for the fourth quarter and fiscal year ended January 3, 2021. “I could not be more proud of our results and the work that was done by the Wendy’s® System across the globe in 2020 with all the c

March 3, 2021 EX-10.31

Third Amendment to the Management Agreement, dated as of January 3, 2021, by and among Wendy’s Funding, LLC, as Master Issuer, certain subsidiaries of Wendy’s Funding, LLC party thereto, Wendy’s International, LLC, as Manager, and Citibank, N.A., as Trustee, incorporated herein by reference to Exhibit 10.31 of The Wendy's Company Form 10-K for the fiscal year ended January 3, 2021 (SEC file no. 001-02207).

Exhibit 10.31 Third Amendment to Management Agreement This Third Amendment to Management Agreement (the ?Amendment?), dated as of January 3, 2021, is made pursuant to that certain Management Agreement dated as of June 1, 2015, (as previously amended by the First Amendment to Management Agreement, dated as of January 17, 2018 and the Second Amendment to Management Agreement, dated as of June 26, 20

March 3, 2021 10-K

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED January 3, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission file number: 1-2207 THE WENDY?S COMPANY (Exact nam

March 3, 2021 EX-10.45

Employment Letter between The Wendy’s Company and J. Kevin Vasconi dated as of September 28, 2020, incorporated herein by reference to Exhibit 10.45 of The Wendy's Company Form 10-K for the fiscal year ended January 3, 2021 (SEC file no. 001-02207).**

Exhibit 10.45 September 28, 2020 Via Email: [email protected] Kevin Vasconi Dear Kevin: On behalf of The Wendy?s Company, I am delighted to confirm the offer of employment for the position of Chief Information Officer, reporting directly to the Chief Executive Officer. For quick reference, a few key points are also outlined in the attached term sheet. We believe you will contribute to the Company?

March 3, 2021 EX-4.12

Description of Securities of the Registrant.*

EX-4.12 3 ex412202010k.htm DESCRIPTION OF SECURITIES OF THE REGISTRANT Exhibit 4.12 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following summary describes the securities of The Wendy’s Company (the “Company,” “we,” “us,” or “our”) that are registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amende

February 10, 2021 SC 13G/A

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 5)*

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 5)* Name of issuer: Wendy's Co. Title of Class of Securities: Common Stock CUSIP Number: 95058W100 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13

January 7, 2021 8-K

Regulation FD Disclosure - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 7, 2021 THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

November 19, 2020 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 19, 2020 (November 18, 2020) THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

November 4, 2020 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 27, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-2207 THE WENDY’S COMPANY

November 4, 2020 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 4, 2020 THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

November 4, 2020 EX-10.3

Non-Compete and Confidentiality Agreement between The Wendy’s Company and Leigh Burnside dated as of October 27, 2020, incorporated herein by reference to Exhibit 10.3 to The Wendy’s Company Form 10-Q for the quarter ended September 27, 2020 (SEC file no. 001-02207).**

Exhibit 10.3 NON-COMPETE AND CONFIDENTIALITY AGREEMENT This Agreement is made between Leigh A. Burnside (the “Executive”) and The Wendy’s Company (the “Company” or “Wendy’s”). 1. PURPOSE. Executive is a senior executive of the Company and, as a result, has been and will continue to be involved, at the highest level, in the development, implementation, and management of Wendy’s business strategies

November 4, 2020 EX-10.2

Non-Compete and Confidentiality Agreement between The Wendy’s Company and M. Coley O’Brien dated as of October 27, 2020, incorporated herein by reference to Exhibit 10.2 to The Wendy’s Company Form 10-Q for the quarter ended September 27, 2020 (SEC file no. 001-02207).**

Exhibit 10.2 NON-COMPETE AND CONFIDENTIALITY AGREEMENT This Agreement is made between M. Coley O’Brien (the “Executive”) and The Wendy’s Company (the “Company” or “Wendy’s”). 1. PURPOSE. Executive is a senior executive of the Company and, as a result, has been and will continue to be involved, at the highest level, in the development, implementation, and management of Wendy’s business strategies a

November 4, 2020 EX-10.1

Non-Compete and Confidentiality Agreement between The Wendy’s Company and Abigail Pringle dated as of October 27, 2020, incorporated herein by reference to Exhibit 10.1 to The Wendy’s Company Form 10-Q for the quarter ended September 27, 2020 (SEC file no. 001-02207).**

Exhibit 10.1 NON-COMPETE AND CONFIDENTIALITY AGREEMENT This Agreement is made between Abigail E. Pringle (the “Executive”) and The Wendy’s Company (the “Company” or “Wendy’s”). 1. PURPOSE. Executive is a senior executive of the Company and, as a result, has been and will continue to be involved, at the highest level, in the development, implementation, and management of Wendy’s business strategies

November 4, 2020 EX-99.1

THE WENDY’S COMPANY REPORTS THIRD QUARTER 2020 RESULTS

EX-99.1 Exhibit 99.1 THE WENDY’S COMPANY REPORTS THIRD QUARTER 2020 RESULTS Dublin, Ohio (November 4, 2020) - The Wendy’s Company (Nasdaq: WEN) today reported unaudited results for the third quarter ended September 27, 2020. “In the third quarter we posted our highest Global same-restaurant sales growth performance in over 15 years on top of outsized growth in the prior year.” President and Chief

November 2, 2020 8-K

Regulation FD Disclosure - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 2, 2020 THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

October 19, 2020 EX-99.1

THE WENDY’S COMPANY NAMES KEVIN VASCONI CHIEF INFORMATION OFFICER Dublin, Ohio (October 19, 2020) - The Wendy’s Company (Nasdaq: WEN) announced the appointment of Kevin Vasconi, 59, as Chief Information Officer, effective today. He will report to Pre

EX-99.1 Exhibit 99.1 THE WENDY’S COMPANY NAMES KEVIN VASCONI CHIEF INFORMATION OFFICER Dublin, Ohio (October 19, 2020) - The Wendy’s Company (Nasdaq: WEN) announced the appointment of Kevin Vasconi, 59, as Chief Information Officer, effective today. He will report to President and Chief Executive Officer Todd Penegor and serve on Wendy’s Senior Leadership Team. Prior to joining Wendy’s, Kevin serv

October 19, 2020 8-K

Financial Statements and Exhibits, Other Events - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 19, 2020 THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

August 5, 2020 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 28, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-2207 THE WENDY’S COMPANY (Exa

August 5, 2020 EX-10.7

Amendment No. 3 to the Wendy’s/Arby’s Group, Inc. 2009 Directors’ Deferred Compensation Plan, incorporated herein by reference to Exhibit 10.7 to The Wendy’s Company Form 10-Q for the quarter ended June 28, 2020 (SEC file no. 001-02207).**

Exhibit 10.7 AMENDMENT NO. 3 TO THE WENDY’S/ARBY’S GROUP, INC. 2009 DIRECTORS’ DEFERRED COMPENSATION PLAN This Amendment No. 3 to the Wendy’s/Arby’s Group, Inc. 2009 Directors’ Deferred Compensation Plan (this “Amendment”) is effective as of July 28, 2020 (the “Effective Date”). WHEREAS, the Board of Directors (the “Board”) of The Wendy’s Company (the “Company”) previously adopted the 2009 Directo

August 5, 2020 EX-99.1

THE WENDY’S COMPANY REPORTS SECOND QUARTER 2020 RESULTS

EX-99.1 Exhibit 99.1 THE WENDY’S COMPANY REPORTS SECOND QUARTER 2020 RESULTS Dublin, Ohio (August 5, 2020) - The Wendy’s Company (Nasdaq: WEN) today reported unaudited results for the second quarter ended June 28, 2020 and provided an update on the impact of the COVID-19 pandemic on the Company’s business. “I continue to be extremely proud of, and humbled by, the tireless efforts and dedication fr

August 5, 2020 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 5, 2020 THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

June 18, 2020 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 18, 2020 (June 17, 2020) THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

June 18, 2020 EX-10.1

Class A-1 Note Purchase Agreement, dated as of June 17, 2020, by and among Wendy’s Funding, LLC, as Master Issuer, each of Quality Is Our Recipe, LLC, Wendy’s Properties, LLC and Wendy’s SPV Guarantor, LLC, as Guarantors, Wendy’s International, LLC, as Manager, the conduit investors party thereto, the financial institutions party thereto, certain funding agents, and Coöperatieve Rabobank, U.A., New York Branch, as L/C Provider, Swingline Lender and Administrative Agent, incorporated herein by reference to Exhibit 10.1 of The Wendy’s Company Current Report on Form 8-K filed on June 18, 2020 (SEC file no. 001-02207).

EX-10.1 4 d944150dex101.htm EX-10.1 Exhibit 10.1 EXECUTION COPY CLASS A-1 NOTE PURCHASE AGREEMENT (SERIES 2020-1 VARIABLE FUNDING SENIOR NOTES, CLASS A-1) dated as of June 17, 2020 among WENDY’S FUNDING, LLC, as Master Issuer, QUALITY IS OUR RECIPE, LLC, WENDY’S PROPERTIES, LLC, WENDY’S SPV GUARANTOR, LLC, each as a Guarantor, WENDY’S INTERNATIONAL, LLC, as Manager, CERTAIN CONDUIT INVESTORS, each

June 18, 2020 EX-4.1

Series 2020-1 Supplement to Base Indenture, dated as of June 17, 2020, by and between Wendy’s Funding, LLC, as Master Issuer of the Series 2020-1 variable funding senior notes, Class A-1, and Citibank, N.A., as Trustee and Series 2020-1 Securities Intermediary, incorporated herein by reference to Exhibit 4.1 of The Wendy’s Company Current Report on Form 8-K filed on June 18, 2020 (SEC file no. 001-02207).

EX-4.1 2 d944150dex41.htm EX-4.1 Exhibit 4.1 Execution Version WENDY’S FUNDING, LLC, as Master Issuer, and CITIBANK, N.A., as Trustee and Series 2020-1 Securities Intermediary SERIES 2020-1 SUPPLEMENT Dated as of June 17, 2020 to BASE INDENTURE Dated as of June 1, 2015 $100,000,000 Series 2020-1 Variable Funding Senior Notes, Class A-1 i TABLE OF CONTENTS Page PRELIMINARY STATEMENT 1 DESIGNATION 1

June 18, 2020 EX-4.2

Fifth Supplement to the Base Indenture, dated as of June 17, 2020, by and between Wendy’s Funding, LLC, as Master Issuer, and Citibank, N.A., as Trustee and Securities Intermediary, incorporated herein by reference to Exhibit 4.2 of The Wendy’s Company Current Report on Form 8-K filed on June 18, 2020 (SEC file no. 001-02207).

EX-4.2 3 d944150dex42.htm EX-4.2 Exhibit 4.2 Execution Version WENDY’S FUNDING, LLC, as Master Issuer and CITIBANK, N.A., as Trustee and Securities Intermediary FIFTH SUPPLEMENT Dated as of June 17, 2020 to the BASE INDENTURE Dated as of June 1, 2015 Asset Backed Notes (Issuable in Series) FIFTH SUPPLEMENT TO BASE INDENTURE FIFTH SUPPLEMENT, dated as of June 17, 2020 (this “Fifth Supplement”), to

June 8, 2020 EX-99.1

THE WENDY’S COMPANY PROVIDES UPDATE ON COVID-19 SAME-RESTAURANT SALES TURN POSITIVE IN THE LAST WEEK OF MAY BEEF SUPPLY RETURNS TO NEAR-NORMAL LEVELS

EX-99.1 Exhibit 99.1 THE WENDY’S COMPANY PROVIDES UPDATE ON COVID-19 SAME-RESTAURANT SALES TURN POSITIVE IN THE LAST WEEK OF MAY BEEF SUPPLY RETURNS TO NEAR-NORMAL LEVELS Dublin, Ohio (June 8, 2020) - The Wendy’s Company (Nasdaq: WEN) announced today an update on the impact of the COVID-19 pandemic on the Company’s business. COVID-19 Updates Same-Restaurant Sales (Through the month ended 5/31/2020

June 8, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 8, 2020 The Wendy’s Company (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

May 28, 2020 EX-10.4

Form of Restricted Stock Unit Award Agreement under The Wendy’s 2020 Omnibus Award Plan (Ratable Vesting), incorporated herein by reference to Exhibit 10.4 of The Wendy’s Company Current Report on Form 8-K filed on May 28, 2020 (SEC file no. 001-02207).**

EX-10.4 Exhibit 10.4 RESTRICTED STOCK UNIT AWARD AGREEMENT UNDER THE WENDY’S COMPANY 2020 OMNIBUS AWARD PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), made as of , 20 , by and between The Wendy’s Company (the “Company”) and (the “Participant”): WHEREAS, the Company maintains The Wendy’s Company 2020 Omnibus Award Plan (the “Plan”) under which the Compensation Committee of the Compa

May 28, 2020 EX-10.1

The Wendy’s Company 2020 Omnibus Award Plan, incorporated herein by reference to Exhibit 10.1 of The Wendy’s Company Current Report on Form 8-K filed on May 28, 2020 (SEC file no. 001-02207).**

EX-10.1 2 d917468dex101.htm EX-10.1 Exhibit 10.1 THE WENDY’S COMPANY 2020 OMNIBUS AWARD PLAN 1. Purpose. The purpose of The Wendy’s Company 2020 Omnibus Award Plan is to provide a means through which the Company and its Affiliates may attract and retain key personnel and to provide a means whereby directors, officers, employees, consultants and advisors (and prospective directors, officers, employ

May 28, 2020 EX-10.3

Form of Restricted Stock Unit Award Agreement under The Wendy’s Company 2020 Omnibus Award Plan (Cliff Vesting), incorporated herein by reference to Exhibit 10.3 of The Wendy’s Company Current Report on Form 8-K filed on May 28, 2020 (SEC file no. 001-02207).**

EX-10.3 Exhibit 10.3 RESTRICTED STOCK UNIT AWARD AGREEMENT UNDER THE WENDY’S COMPANY 2020 OMNIBUS AWARD PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), made as of , 20, by and between The Wendy’s Company (the “Company”) and (the “Participant”): WHEREAS, the Company maintains The Wendy’s Company 2020 Omnibus Award Plan (the “Plan”) under which the Compensation Committee of the Compan

May 28, 2020 EX-10.2

Form of Nonqualified Stock Option Award Agreement under The Wendy’s Company 2020 Omnibus Award Plan, incorporated herein by reference to Exhibit 10.2 of The Wendy’s Company Current Report on Form 8-K filed on May 28, 2020 (SEC file no. 001-02207).**

EX-10.2 Exhibit 10.2 NONQUALIFIED STOCK OPTION AWARD AGREEMENT UNDER THE WENDY’S COMPANY 2020 OMNIBUS AWARD PLAN Shares of Common Stock THIS NONQUALIFIED STOCK OPTION AWARD AGREEMENT (this “Agreement”) is made as of , 20, by and between The Wendy’s Company (the “Company”) and (the “Optionee”). The Company, pursuant to the provisions of The Wendy’s Company 2020 Omnibus Award Plan (the “Plan”), here

May 28, 2020 EX-10.5

Form of Non-Employee Director Restricted Stock Award Agreement under The Wendy’s Company 2020 Omnibus Award Plan, incorporated herein by reference to Exhibit 10.5 of The Wendy’s Company Current Report on Form 8-K filed on May 28, 2020 (SEC file no. 001-02207).**

EX-10.5 Exhibit 10.5 NON-EMPLOYEE DIRECTOR RESTRICTED STOCK AWARD AGREEMENT UNDER THE WENDY’S COMPANY 2020 OMNIBUS AWARD PLAN THIS NON-EMPLOYEE DIRECTOR RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”), made as of , 20, by and between The Wendy’s Company (the “Company”) and (the “Award Recipient”): WHEREAS, the Company maintains The Wendy’s Company 2020 Omnibus Award Plan (the “Plan”) under whi

May 28, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 28, 2020 (May 27, 2020) THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

May 27, 2020 S-8 POS

- FORM S-8 POS

Form S-8 POS As filed with the Securities and Exchange Commission on May 27, 2020 Registration No.

May 6, 2020 EX-10.1

Form of Long-Term Performance Unit Award Agreement for 2020 under The Wendy’s Company 2010 Omnibus Award Plan, incorporated herein by reference to Exhibit 10.1 of The Wendy’s Company Form 10-Q for the quarter ended March 29, 2020 (SEC file no. 001-02207).**

EX-10.1 2 twcex101q1-20.htm LONG TERM PERFORMANCE UNIT AWARD AGREEMENT THE WENDY’S COMPANY LONG-TERM PERFORMANCE UNIT AWARD AGREEMENT (this “Agreement”) The Wendy’s Company (the “Company”), pursuant to the provisions of The Wendy’s Company 2010 Omnibus Award Plan (the “Plan”), hereby irrevocably grants to the Participant stated below an Award (the “Award”) of Performance Units (the “Units”), on ,

May 6, 2020 EX-99.1

THE WENDY’S COMPANY REPORTS FIRST QUARTER 2020 RESULTS

EX-99.1 Exhibit 99.1 THE WENDY’S COMPANY REPORTS FIRST QUARTER 2020 RESULTS Dublin, Ohio (May 6, 2020) - The Wendy’s Company (Nasdaq: WEN) today reported unaudited results for the first quarter ended March 29, 2020 and provided an update on the impact of the COVID-19 pandemic on the Company’s business. Note from President and CEO, Todd Penegor At Wendy’s, the health, safety and well-being of our t

May 6, 2020 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 6, 2020 THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

May 6, 2020 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 29, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-2207 THE WENDY’S COMPANY (Ex

April 9, 2020 DEFA14A

WEN / The Wendy's Company DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

April 9, 2020 DEF 14A

The Wendy’s Company 2020 Omnibus Award Plan, incorporated herein by reference to Annex A of The Wendy’s Company Definitive 2020 Proxy Statement filed on April 9, 2020 (SEC file no. 001-02207).

DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

March 26, 2020 EX-99.1

THE WENDY’S COMPANY PROVIDES UPDATE ON COVID-19 AND ACTIONS TAKEN RESTAURANTS REMAIN OPEN FOR DELIVERY AND DRIVE-THRU COMPANY WITHDRAWING 2020 OUTLOOK

EX-99.1 Exhibit 99.1 THE WENDY’S COMPANY PROVIDES UPDATE ON COVID-19 AND ACTIONS TAKEN RESTAURANTS REMAIN OPEN FOR DELIVERY AND DRIVE-THRU COMPANY WITHDRAWING 2020 OUTLOOK Dublin, Ohio (March 26, 2020) – The Wendy’s Company (Nasdaq: WEN) announced today an update on the impact of the COVID-19 pandemic on the Company’s business. “This is an unprecedented time, and we are focused on the actions wher

March 26, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 26, 2020 THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

February 26, 2020 EX-99.1

THE WENDY’S COMPANY REPORTS FOURTH QUARTER AND FULL YEAR 2019 RESULTS

EX-99.1 Exhibit 99.1 THE WENDY’S COMPANY REPORTS FOURTH QUARTER AND FULL YEAR 2019 RESULTS Dublin, Ohio (February 26, 2020) – The Wendy’s Company (Nasdaq: WEN) today reported results for the fourth quarter and fiscal year ended December 29, 2019. “We delivered a very strong year of sales growth and have laid the foundation in 2019 to set the Wendy’s® brand up for future success,” President and Chi

February 26, 2020 EX-10.9

Form of Restricted Stock Unit Award Agreement under The Wendy’s Company 2010 Omnibus Award Plan, incorporated herein by reference to Exhibit 10.9 of The Wendy’s Company Form 10-K for the fiscal year ended December 29, 2019 (SEC file no. 001-02207).**

EXHIBIT 10.9 RESTRICTED STOCK UNIT AWARD AGREEMENT UNDER THE WENDY’S COMPANY 2010 OMNIBUS AWARD PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), made as of , 20, by and between The Wendy’s Company (the “Company”) and (the “Participant”): WHEREAS, the Company maintains The Wendy’s Company 2010 Omnibus Award Plan (as amended, the “Plan”) under which the Compensation Committee of the Co

February 26, 2020 10-K

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED December 29, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission file number: 1-2207 THE WENDY’S COMPANY (Exact n

February 26, 2020 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 26, 2020 THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

February 26, 2020 EX-21.1

Subsidiaries of the Registrant.*

EXHIBIT 21.1 THE WENDY’S COMPANY LIST OF SUBSIDIARIES AS OF December 29, 2019 SUBSIDIARY STATE OR JURISDICTION UNDER WHICH ORGANIZED Wendy’s Restaurants, LLC Delaware Wendy’s International, LLC Ohio Scioto Insurance Company Vermont Wendy’s Global Holdings C.V. Netherlands Wendy’s Global Financing Partner, LLC Delaware Wendy’s Global Financing LP Ontario Wendy’s Ireland Financing Ltd. Ireland Wendy

February 20, 2020 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 20, 2020 The Wendy’s Company (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

February 12, 2020 SC 13G/A

WEN / The Wendy's Company / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4)* Name of issuer: Wendy's Co/The Title of Class of Securities: Common Stock CUSIP Number: 95058W100 Date of Event Which Requires Filing of this Statement: December 31, 2019 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule

February 4, 2020 EX-99.1

WENDY’S INTRODUCES A BETTER BREAKFAST, ASKS AMERICA: YOU UP FOR THIS?

EX-99.1 Exhibit 99.1 WENDY’S INTRODUCES A BETTER BREAKFAST, ASKS AMERICA: YOU UP FOR THIS? DUBLIN, OHIO (Feb. 4, 2020) – Today Wendy’s® announced that, on March 2, fans can say goodbye to their tired, old, stale breakfast and instead get their hands on a selection of fresh, craveable, bold new morning options. From fresh, hand-cracked eggs on every sandwich, to savory Applewood smoked bacon, Wendy

February 4, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 4, 2020 THE WENDY’S COMPANY (Exact name of registrant, as specified in its charter) Delaware 1-2207 38-0471180 (State or other jurisdiction of incorporation) (Commission File Number) (I.

January 29, 2020 S-8 POS

WEN / The Wendy's Company S-8 POS - - FORM S-8 POS

Form S-8 POS As filed with the Securities and Exchange Commission on January 29, 2020 Registration No.

January 29, 2020 S-8 POS

WEN / The Wendy's Company S-8 POS - - FORM S-8 POS

S-8 POS 1 d875855ds8pos.htm FORM S-8 POS As filed with the Securities and Exchange Commission on January 29, 2020 Registration No. 333-97569 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 The Wendy’s Company (Exact name of registrant as specified in its charter) Delaware 38-0

January 29, 2020 S-8 POS

WEN / The Wendy's Company S-8 POS - - FORM S-8 POS

S-8 POS 1 d875837ds8pos.htm FORM S-8 POS As filed with the Securities and Exchange Commission on January 29, 2020 Registration No. 033-60551 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 The Wendy’s Company (Exact name of registrant as specified in its charter) Delaware 38-0

January 29, 2020 S-8 POS

WEN / The Wendy's Company S-8 POS - - FORM S-8 POS

Form S-8 POS As filed with the Securities and Exchange Commission on January 29, 2020 Registration No.

January 29, 2020 S-8 POS

WEN / The Wendy's Company S-8 POS - - FORM S-8 POS

Form S-8 POS As filed with the Securities and Exchange Commission on January 29, 2020 Registration No.

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