Wendy's Co (WEN) awards new RSU grants to Chief Accounting Officer

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Kale Aaron M. reported acquisition or exercise transactions in this Form 4 filing.

Wendy's Co reported that Chief Accounting Officer Aaron M. Kale received several restricted stock unit (RSU) awards as equity compensation. On June 15, 2026, he was granted 131, 57, and 35 RSUs, each representing a contingent right to receive one share of Wendy's common stock.

The RSUs include tandem dividend equivalent and tax withholding rights, and some represent dividend equivalent units issued on June 15, 2026. The units vest over time, with installments scheduled in August 2026, 2027, and 2028, subject to Mr. Kale’s continued employment on the applicable vesting dates.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Kale Aaron M.

Role Chief Accounting Officer

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Units	35	$0.00	--
Grant/Award	Restricted Stock Units	57	$0.00	--
Grant/Award	Restricted Stock Units	131	$0.00	--

Holdings After Transaction: Restricted Stock Units — 11,036 shares (Direct, null)

Footnotes (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 one remaining installment on August 11, 2026, subject to Mr. Kale's continued employment with the Company on the vesting date. The restricted stock units will vest in two remaining equal installments on August 5, 2026 and 2027, subject to Mr. Kale's continued employment with the Company on the applicable vesting date. The restricted stock units will vest in three equal installments on August 12, 2026, 2027 and 2028, subject to Mr. Kale's continued employment with the Company on the applicable vesting date.

Key Figures

RSU grant 1: 131 restricted stock units RSU grant 2: 57 restricted stock units RSU grant 3: 35 restricted stock units +1 more

4 metrics

RSU grant 1 131 restricted stock units Grant on June 15, 2026; each unit equals one common share

RSU grant 2 57 restricted stock units Grant on June 15, 2026; compensation-related award

RSU grant 3 35 restricted stock units Grant on June 15, 2026; compensation-related award

Holdings after largest transaction 11,224 derivative units Total RSUs following the 131-unit grant

Key Terms

Restricted Stock Units, dividend equivalent units, tandem dividend equivalent rights, tax withholding rights, +1 more

5 terms

Restricted Stock Units financial

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

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 June 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.

tandem dividend equivalent rights financial

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

tax withholding rights financial

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

vesting financial

"The restricted stock units will vest in three equal installments on August 12, 2026, 2027 and 2028."

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

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Form 4 Insider Transactions: What Each Field Means →

06/17/2026 - 05:22 PM

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^*

Kale Aaron 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)
06/15/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units⁽¹⁾	⁽²⁾	06/15/2026		A		35⁽³⁾		⁽⁴⁾	⁽⁴⁾	Common Stock	35	$0	11,036	D
Restricted Stock Units⁽¹⁾	⁽²⁾	06/15/2026		A		57⁽³⁾		⁽⁵⁾	⁽⁵⁾	Common Stock	57	$0	11,093	D
Restricted Stock Units⁽¹⁾	⁽²⁾	06/15/2026		A		131⁽³⁾		⁽⁶⁾	⁽⁶⁾	Common Stock	131	$0	11,224	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 June 15, 2026.

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

Remarks:

Power of attorney is included with this filing as Exhibit 24.

	/s/ Mark L. Johnson, Attorney-in-Fact	06/17/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider equity awards did Wendy's Co (WEN) disclose for Aaron M. Kale?

Wendy’s Co disclosed that Chief Accounting Officer Aaron M. Kale received grants of 131, 57, and 35 restricted stock units. Each RSU represents a contingent right to receive one share of common stock, providing additional equity-based compensation tied to his continued employment.

How many restricted stock units did Wendy's Co (WEN) grant to its Chief Accounting Officer?

On June 15, 2026, Wendy’s Co granted Aaron M. Kale three RSU awards of 131, 57, and 35 units. These grants are compensation-related awards rather than open‑market purchases, and each unit is linked to a future share of common stock upon vesting.

What are the vesting conditions for Aaron M. Kale’s Wendy's Co (WEN) RSUs?

The RSUs vest over multiple future dates, including August 5, 11, and 12 in 2026, 2027, and 2028. Vesting is conditioned on Mr. Kale’s continued employment with Wendy’s Co on each specified vesting date, aligning incentives with long‑term service.

Do Wendy's Co (WEN) RSU grants to Aaron M. Kale include dividend equivalent rights?

Yes. The RSUs include tandem dividend equivalent rights and tax withholding rights, and some units are identified as dividend equivalent units issued June 15, 2026. These features mirror dividends on underlying shares and help manage related tax obligations automatically.

Are Aaron M. Kale’s Wendy's Co (WEN) RSU transactions open‑market buys or compensation grants?

They are compensation grants. The Form 4 uses code “A” for grant, award, or other acquisition of derivative securities. The RSUs were awarded at a price of $0.00 per unit as part of his equity compensation package, not bought in the open market.