Equity awards lift Wendy's (NASDAQ: WEN) interim CEO/CFO’s RSU holdings

Rhea-AI Filing Summary

Cook Kenneth M. reported acquisition or exercise transactions in this Form 4 filing.

Wendy's Co interim CEO and CFO Kenneth M. Cook received equity compensation in the form of restricted stock units (RSUs). On March 16, 2026, he was granted a total of 3,741 RSUs, each representing a contingent right to one share of Wendy's common stock.

The awards include RSUs with tandem dividend equivalent and tax withholding rights, and various vesting schedules. Some RSUs vest in full on December 2, 2027, while others vest in equal installments on August 12 of 2026, 2027 and 2028, subject to his continued employment. Following these grants, Cook directly holds 191,810 RSUs or equivalent common shares.

Insights

Executive compensation analyst

Routine RSU grants increase Wendy's interim CEO/CFO's equity stake with time-based vesting.

Wendy's Co granted Kenneth M. Cook three RSU awards totaling 3,741 units on March 16, 2026. These are compensation-related grants at a stated price of $0.0000 per unit, not open-market purchases or sales.

Each RSU represents one share of common stock and carries tandem dividend equivalent and tax withholding rights. Vesting is time-based, with schedules extending to December 2, 2027 and in installments on August 12, 2026, 2027 and 2028, contingent on his continued employment.

After these awards, Cook directly holds 191,810 RSUs or equivalent common shares. As a routine equity grant to a senior executive, this filing is generally neutral from a valuation standpoint and mainly clarifies the structure and timing of his incentive compensation.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Cook Kenneth M.

Role Interim CEO and CFO

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Units	356	$0.00	--
Grant/Award	Restricted Stock Units	340	$0.00	--
Grant/Award	Restricted Stock Units	3,045	$0.00	--

Holdings After Transaction: Restricted Stock Units — 188,425 shares (Direct)

Footnotes (1)

1. With tandem dividend equivalent rights and tax withholding rights. Each restricted stock unit represents a contingent right to receive one share of the Company's common stock. Represents dividend equivalent units issued on March 16, 2026. The restricted stock units will vest in full on December 2, 2027, subject to Mr. Cook's continued employment with the Company on the vesting date. The restricted stock units will vest in three equal installments on August 12, 2026, 2027 and 2028, subject to Mr. Cook's continued employment with the Company on the applicable vesting date. The restricted stock units will vest in two equal installments on August 12, 2026 and 2027, subject to Mr. Cook's continued employment with the Company on the applicable vesting date.

Form 4 Insider Transactions: What Each Field Means →

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^*

Cook Kenneth 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)
	Interim CEO and CFO

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		356(3)		(4)	(4)	Common Stock	356	$0	188,425	D
Restricted Stock Units(1)	(2)	03/16/2026		A		340(3)		(5)	(5)	Common Stock	340	$0	188,765	D
Restricted Stock Units(1)	(2)	03/16/2026		A		3,045(3)		(6)	(6)	Common Stock	3,045	$0	191,810	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 full on December 2, 2027, subject to Mr. Cook's continued employment with the Company on the vesting date.

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

6. The restricted stock units will vest in two equal installments on August 12, 2026 and 2027, subject to Mr. Cook'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 Kenneth M. Cook?

Wendy's Co reported that interim CEO and CFO Kenneth M. Cook received grants of restricted stock units on March 16, 2026. These awards are equity-based compensation, not open-market share purchases or sales, and increase his potential future ownership in the company.

How many restricted stock units did Kenneth M. Cook receive at Wendy's Co (WEN)?

Kenneth M. Cook received a total of 3,741 restricted stock units across three grants. Each RSU represents a contingent right to receive one share of Wendy's common stock, subject to the specified vesting conditions and his continued employment with the company.

What do the Wendy's (WEN) restricted stock units granted to Kenneth M. Cook represent?

Each restricted stock unit granted to Kenneth M. Cook represents a contingent right to receive one share of Wendy's common stock. The RSUs also carry tandem dividend equivalent rights and tax withholding rights, aligning his compensation with shareholder value over future vesting periods.

When will Kenneth M. Cook's Wendy's (WEN) RSU grants vest?

The RSU grants have time-based vesting. Some units vest in full on December 2, 2027, while others vest in equal installments on August 12 of 2026, 2027 and 2028, all conditioned on Mr. Cook’s continued employment with Wendy's on each vesting date.

How did these RSU grants affect Kenneth M. Cook’s Wendy's (WEN) holdings?

Following the March 16, 2026 RSU grants, Kenneth M. Cook directly holds 191,810 restricted stock units or equivalent common shares. This reflects his total reported direct position after the new awards, reinforcing his equity-linked exposure as interim CEO and CFO.

Are Kenneth M. Cook’s Wendy's (WEN) RSU grants open-market share purchases?

No, the RSU grants are not open-market share purchases. They are compensation-related awards coded as grants or other acquisitions, issued at a stated price of $0.0000 per unit, with future conversion into common stock subject to vesting and employment conditions.