Wendy's director gets 442 dividend RSUs

Wendy’s Co director Wendy C. Arlin received 442 dividend-equivalent restricted stock units that convert to shares upon her departure from the board.

Rhea-AI Filing Summary

Arlin Wendy C. reported acquisition or exercise transactions in this Form 4 filing.

Wendy's Co (WEN) reported that director Wendy C. Arlin received three awards of dividend-equivalent restricted stock units on September 15, 2026, covering a total of 442 units tied to common stock. The awards relate to 98 units from RSUs that vested on May 21, 2025, 143 units from RSUs that vested on May 20, 2026, and 201 units from RSUs scheduled to vest in full on the earlier of May 20, 2027 or the 2027 annual stockholders’ meeting. Each unit represents a contingent right to receive one share, and shares will be delivered upon her termination as a director. No Rule 10b5-1 trading plan is reported.

Insider Trade Summary

Grant/Award: 442 shares

Grant/Award 3 txns

Insider Arlin Wendy C.

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Units F1, F2, F3	98	$0.00	$0.00
Grant/Award	Restricted Stock Units F1, F2, F4	143	$0.00	$0.00
Grant/Award	Restricted Stock Units F1, F2, F5	201	$0.00	$0.00

Holdings After Transaction: Restricted Stock Units — 47,547 contracts (Direct)

Footnotes (5)

1. F1. Each restricted stock unit represents a contingent right to receive one share of the Company's common stock.
2. F2. Represents dividend equivalent units issued on September 15, 2026.
3. F3. The restricted stock units vested in full on May 21, 2025. Vested shares will be delivered upon Ms. Arlin's termination as a director of the Company.
4. F4. The restricted stock units vested in full on May 20, 2026. Vested shares will be delivered upon Ms. Arlin's termination as a director of the Company.
5. F5. The restricted stock units will vest in full on the earlier of May 20, 2027 or the date of the Company's 2027 annual meeting of stockholders. Vested shares will be delivered upon Ms. Arlin's termination as a director of the Company.

Key Figures

Dividend-equivalent RSUs granted: 98 units Additional dividend-equivalent RSUs granted: 143 units Future-vesting RSUs with dividend equivalents: 201 units +2 more

5 metrics

Dividend-equivalent RSUs granted 98 units Restricted stock units that vested in full on May 21, 2025; dividend equivalent units issued September 15, 2026

Additional dividend-equivalent RSUs granted 143 units Restricted stock units that vested in full on May 20, 2026; dividend equivalent units issued September 15, 2026

Future-vesting RSUs with dividend equivalents 201 units Restricted stock units scheduled to vest in full on the earlier of May 20, 2027 or the 2027 annual meeting

Total dividend-equivalent RSUs awarded 442 units Sum of three restricted stock unit awards reported for September 15, 2026

Rule 10b5-1 plan status No plan reported Filing-level checkbox for Rule 10b5-1 trading arrangement is not selected

Key Terms

Restricted Stock Units, dividend equivalent units, contingent right, vest in full

4 terms

Restricted Stock Units financial

"Each restricted stock unit represents a contingent right to receive one share"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

dividend equivalent units financial

"Represents dividend equivalent units issued on September 15, 2026"

Dividend equivalent units are bookkeeping credits that mirror cash dividends paid on actual shares, granted to holders of stock-based awards such as restricted stock units or deferred compensation. They matter to investors because they increase a company’s reported employee compensation cost and can lead to issuance of more shares or cash payouts over time, similar to extra pay linked to ownership that affects shareholder dilution and corporate cash flow.

contingent right financial

"Each restricted stock unit represents a contingent right to receive one share"

vest in full financial

"The restricted stock units will vest in full on the earlier of May 20, 2027"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What equity awards did Wendy’s Co (WEN) director Wendy C. Arlin receive on September 15, 2026?

On September 15, 2026, Wendy C. Arlin received dividend-equivalent awards totaling 442 restricted stock units, consisting of 98, 143, and 201 units, each representing a contingent right to receive one share of Wendy’s Co common stock.

How many Wendy’s Co (WEN) shares does each reported restricted stock unit represent?

Each restricted stock unit reported for Wendy C. Arlin represents a contingent right to receive one share of Wendy’s Co common stock, as disclosed in the footnotes.

When did the underlying RSUs for the 98 and 143 Wendy’s Co (WEN) units vest?

The 98 restricted stock units relate to RSUs that vested in full on May 21, 2025, and the 143 units relate to RSUs that vested in full on May 20, 2026, with shares to be delivered upon Wendy C. Arlin’s termination as a director.

When will the 201 restricted stock units for Wendy’s Co (WEN) director Wendy C. Arlin vest?

The 201 restricted stock units will vest in full on the earlier of May 20, 2027 or the date of Wendy’s Co’s 2027 annual meeting of stockholders. Vested shares will be delivered upon her termination as a director.

Are the reported Wendy’s Co (WEN) restricted stock unit awards tied to a Rule 10b5-1 plan?

No. The filing indicates that no Rule 10b5-1 trading plan is associated with these transactions, as the relevant checkbox for such a plan is not marked.

When will Wendy’s Co (WEN) deliver shares underlying Wendy C. Arlin’s reported restricted stock units?

For all three restricted stock unit awards, Wendy’s Co discloses that vested shares will be delivered upon Ms. Arlin’s termination as a director of the company.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/17/2026 - 04:47 PM Accepted by SEC EDGAR 09/17/2026 - 04:46 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Arlin Wendy C.

(Last) (First) (Middle)

C/O THE WENDY'S COMPANY

ONE DAVE THOMAS BLVD.

(Street)

DUBLIN OHIO 43017

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Wendy's Co [ WEN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	09/15/2026		A		98(2)		(3)	(3)	Common Stock	98	$0	47,203	D
Restricted Stock Units	(1)	09/15/2026		A		143(2)		(4)	(4)	Common Stock	143	$0	47,346	D
Restricted Stock Units	(1)	09/15/2026		A		201(2)		(5)	(5)	Common Stock	201	$0	47,547	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of the Company's common stock.

2. Represents dividend equivalent units issued on September 15, 2026.

3. The restricted stock units vested in full on May 21, 2025. Vested shares will be delivered upon Ms. Arlin's termination as a director of the Company.

4. The restricted stock units vested in full on May 20, 2026. Vested shares will be delivered upon Ms. Arlin's termination as a director of the Company.

5. The restricted stock units will vest in full on the earlier of May 20, 2027 or the date of the Company's 2027 annual meeting of stockholders. Vested shares will be delivered upon Ms. Arlin's termination as a director of the Company.

	/s/ Mark L. Johnson, Attorney-in-Fact	09/17/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)