Wendy's Co (WEN) grants new restricted stock units to accounting chief

Rhea-AI Filing Summary

Wendy's Co Chief Accounting Officer Suzanne M. Thuerk reported multiple compensation-related grants of restricted stock units on March 16, 2026. She acquired a total of 1,036 RSUs at a stated price of $0.00 per unit, each representing a contingent right to receive one share of common stock. Some of these awards are dividend equivalent units, and the footnotes state that the RSUs carry tandem dividend equivalent and tax withholding rights. The RSUs vest on a staggered schedule, with remaining installments in August 2026 and 2027, a full vesting on December 18, 2027, and additional equal installments through August 2028, all subject to her continued employment. Following these awards, Thuerk directly holds 53,083 restricted stock units tied to Wendy's common stock.

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

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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^*

Thuerk Suzanne M.

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/16/2026

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)	(2)	03/16/2026		A		9(3)		(4)	(4)	Common Stock	9	$0	52,056	D
Restricted Stock Units(1)	(2)	03/16/2026		A		26(3)		(5)	(5)	Common Stock	26	$0	52,082	D
Restricted Stock Units(1)	(2)	03/16/2026		A		380(3)		(6)	(6)	Common Stock	380	$0	52,462	D
Restricted Stock Units(1)	(2)	03/16/2026		A		103(3)		(7)	(7)	Common Stock	103	$0	52,565	D
Restricted Stock Units(1)	(2)	03/16/2026		A		518(3)		(8)	(8)	Common Stock	518	$0	53,083	D

Explanation of Responses:

1. With tandem dividend equivalent rights and tax withholding rights.

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

3. Represents dividend equivalent units issued on March 16, 2026.

4. The restricted stock units will vest in one remaining installment on August 11, 2026, subject to Ms. Thuerk's continued employment with the Company on the vesting date.

5. The restricted stock units will vest in two remaining equal installments on August 5, 2026 and 2027, subject to Ms. Thuerk's continued employment with the Company on the applicable vesting date.

6. The restricted stock units will vest in full on December 18, 2027, subject to Ms. Thuerk's continued employment with the Company on the vesting date.

7. The restricted stock units will vest in three equal installments on August 12, 2026, 2027 and 2028, subject to Ms. Thuerk's continued employment with the Company on the applicable vesting date.

8. The restricted stock units will vest in two equal installments on August 12, 2026 and 2027, subject to Ms. Thuerk's continued employment with the Company on the applicable vesting date.

	/s/ Mark L. Johnson, Attorney-in-Fact	03/18/2026
	** 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)

FAQ

What insider transaction did Wendy's Co (WEN) report for Suzanne Thuerk?

Wendy's Co reported that Chief Accounting Officer Suzanne M. Thuerk received several grants of restricted stock units on March 16, 2026. These compensation awards total 1,036 RSUs, each linked to one share of common stock, rather than open-market share purchases or sales.

How many restricted stock units did Suzanne Thuerk receive in this Wendy's Form 4?

Suzanne Thuerk received 1,036 restricted stock units in multiple grants on March 16, 2026. Individual awards covered 9, 26, 380, 103, and 518 RSUs, all at a stated price of $0.00 per unit as part of her equity-based compensation.

What do the Wendy's Co restricted stock units reported for Suzanne Thuerk represent?

Each restricted stock unit reported for Suzanne Thuerk represents a contingent right to receive one share of Wendy's common stock. The awards also carry tandem dividend equivalent and tax withholding rights, aligning her compensation with shareholder value as the units vest over time.

When will Suzanne Thuerk’s Wendy's restricted stock units vest?

The RSUs granted to Suzanne Thuerk vest on a staggered schedule between 2026 and 2028. Footnotes state remaining installments in August 2026 and 2027, a full vesting on December 18, 2027, and additional equal installments through August 12, 2028, contingent on continued employment.

How many Wendy's-related units does Suzanne Thuerk hold after these RSU grants?

After the March 16, 2026 grants, Suzanne Thuerk directly holds 53,083 restricted stock units. Each unit corresponds to one potential share of Wendy's common stock, giving a clear view of her equity-linked compensation exposure following this Form 4 filing.

Are Suzanne Thuerk’s Wendy's RSU transactions open-market buys or sales?

The transactions reported for Suzanne Thuerk are grants of restricted stock units coded as awards, not open-market purchases or sales. They reflect equity compensation awards and dividend equivalent units, with no reported buying or selling of Wendy's common stock in the market.