Wendy's Co (WEN) grants 1,582 restricted stock units to senior officer

Rhea-AI Filing Summary

Esposito Liliana reported acquisition or exercise transactions in this Form 4 filing.

Wendy's Co reported that officer Liliana Esposito received several awards of restricted stock units on March 16, 2026, totaling 1,582 restricted stock units, each representing one share of Wendy's common stock. After these grants, she directly holds 81,168 restricted stock units.

The awards are compensation-related grants, not open-market purchases or sales. According to the disclosure, the units vest in scheduled installments between August 2026 and August 2028, and each vesting is contingent on Ms. Esposito’s continued employment with the company on the applicable vesting 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

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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^*

Esposito Liliana

(Last) (First) (Middle)

C/O THE WENDY'S COMPANY

ONE DAVE THOMAS BOULEVARD

(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)
	Chf Corp Affrs & Sustnblty Ofc

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		33(3)		(4)	(4)	Common Stock	33	$0	79,619	D
Restricted Stock Units(1)	(2)	03/16/2026		A		87(3)		(5)	(5)	Common Stock	87	$0	79,706	D
Restricted Stock Units(1)	(2)	03/16/2026		A		244(3)		(6)	(6)	Common Stock	244	$0	79,950	D
Restricted Stock Units(1)	(2)	03/16/2026		A		1,218(3)		(7)	(7)	Common Stock	1,218	$0	81,168	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. Esposito'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. Esposito's continued employment with the Company on the applicable vesting date.

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

7. The restricted stock units will vest in two equal installments on August 12, 2026 and 2027, subject to Ms. Esposito'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 Liliana Esposito?

Wendy’s Co reported that officer Liliana Esposito received multiple restricted stock unit awards on March 16, 2026. These compensation-related grants increase her direct holdings and do not involve any open-market buying or selling of Wendy’s common stock.

How many restricted stock units were granted to the Wendy's (WEN) officer in this Form 4?

The filing shows Liliana Esposito received a total of 1,582 restricted stock units on March 16, 2026. Each restricted stock unit represents a contingent right to receive one share of Wendy’s common stock, subject to the disclosed vesting conditions.

What are Liliana Esposito’s Wendy's (WEN) restricted stock unit holdings after the grants?

After the March 16, 2026 awards, Liliana Esposito directly holds 81,168 restricted stock units. These units represent potential future shares of Wendy’s common stock, depending on satisfaction of the vesting and continued employment conditions specified in the disclosure.

Do the Wendy's (WEN) restricted stock unit grants involve any cash transactions?

The reported restricted stock unit grants to Liliana Esposito carry a transaction price per unit of $0.00, indicating they are equity compensation awards. They do not reflect open-market purchases or sales of Wendy’s stock and are granted as part of her compensation.

When will the Wendy's (WEN) restricted stock units granted to Liliana Esposito vest?

The restricted stock units vest in installments between August 2026 and August 2028. Specific tranches vest on August 5, August 11, and August 12 in those years, provided Ms. Esposito remains employed with Wendy’s on each applicable vesting date.

What conditions apply to the Wendy's (WEN) restricted stock units granted to Liliana Esposito?

Each restricted stock unit represents a contingent right to receive one share of Wendy’s common stock. Vesting occurs only if Liliana Esposito remains employed with the company on the specified vesting dates, as outlined for the 2026 through 2028 installments.