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Wendy's Co (NASDAQ: WEN) awards 3,886 RSUs to CFO Kenneth Cook

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

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

Wendy's Co reported that Chief Financial Officer Kenneth M. Cook received equity-based compensation in the form of restricted stock units on June 15, 2026. He was granted a total of 3,886 restricted stock units, each representing a contingent right to receive one share of common stock, with associated dividend equivalent and tax withholding rights.

The filing notes multiple vesting schedules: one award vests in full on December 2, 2027, while others vest in installments on August 12, 2026, 2027 and 2028, all subject to Mr. Cook’s continued employment with the company on the applicable vesting dates.

Positive

  • None.

Negative

  • None.
Insider Cook Kenneth M.
Role Chief Financial Officer
Type Security Shares Price Value
Grant/Award Restricted Stock Units 370 $0.00 --
Grant/Award Restricted Stock Units 353 $0.00 --
Grant/Award Restricted Stock Units 3,163 $0.00 --
Holdings After Transaction: Restricted Stock Units — 192,180 shares (Direct, null)
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 June 15, 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.
RSU grant (primary award) 3,163 restricted stock units Grant date June 15, 2026
Additional RSU grant 353 restricted stock units Grant date June 15, 2026
Additional RSU grant 370 restricted stock units Grant date June 15, 2026
Total RSUs granted 3,886 restricted stock units Sum of June 15, 2026 grants
Single-vest award date December 2, 2027 Full vesting date for one RSU award
Three-installment vesting dates August 12, 2026, 2027, 2028 Three equal RSU installments
Two-installment vesting dates August 12, 2026 and 2027 Two equal RSU installments
Restricted Stock Units financial
"security_title: "Restricted Stock Units" and footnote describing vesting and share rights"
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 rights financial
"With tandem dividend equivalent rights and tax withholding rights."
Dividend equivalent rights are promises that mirror the cash payments shareholders get from a company’s profits, but they are paid to holders of certain awards (like stock options or restricted stock units) rather than to actual shares. Think of them as a paycheck top‑up that matches dividends while the award is not yet a real stock, and they matter to investors because they add to employee compensation costs and potential share dilution, affecting company profitability and per‑share value.
tax withholding rights financial
"With tandem dividend equivalent rights and tax withholding rights."
contingent right financial
"Each restricted stock unit represents a contingent right to receive one share of the Company's common stock."
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/15/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)(2)06/15/2026A370(3) (4) (4)Common Stock370$0192,180D
Restricted Stock Units(1)(2)06/15/2026A353(3) (5) (5)Common Stock353$0192,533D
Restricted Stock Units(1)(2)06/15/2026A3,163(3) (6) (6)Common Stock3,163$0195,696D
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 June 15, 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-Fact06/17/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR