Wendy's (WEN) CMO logs stock grant and tax-withholding share disposal

Rhea-AI Filing Summary

Wendy's Co CMO, U.S. Lindsay J. Radkoski reported mixed equity transactions involving company common stock. On February 23, 2026, she acquired 2,511 shares at no cost through settlement of performance units granted in February 2023 under the long-term incentive plan.

On the same date, 864 shares of common stock were disposed of at $7.77 per share to cover tax obligations, described as a tax-withholding disposition. After these transactions, her directly held common stock position was 36,948 shares.

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^*

Radkoski Lindsay J.

(Last) (First) (Middle)

C/O THE WENDY'S COMPANY

ONE DAVE THOMAS BLVD.

(Street)

DUBLIN OH 43017

(City) (State) (Zip)

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)
	CMO, U.S.

3. Date of Earliest Transaction (Month/Day/Year)
02/23/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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
Common Stock	02/23/2026		A		2,511(1)	A	$0	37,812	D
Common Stock	02/23/2026		F		864	D	$7.77	36,948	D

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

Explanation of Responses:

1. Reflects settlement of performance units granted to Ms. Radkoski in February 2023 as part of the Company's long-term incentive plan.

	/s/ Mark L. Johnson, Attorney-in-Fact	02/24/2026
	** 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.

FAQ

What insider transactions did Wendy's (WEN) CMO Lindsay Radkoski report?

Lindsay J. Radkoski reported a grant of 2,511 Wendy’s common shares and a related tax-withholding disposition of 864 shares. Both transactions occurred on February 23, 2026, as part of the company’s long-term incentive compensation structure.

Was the Wendy's (WEN) insider transaction by the CMO a stock purchase or sale?

The filing shows an award and a tax withholding, not an open-market trade. Radkoski received 2,511 shares as a performance-unit settlement and 864 shares were disposed of to satisfy tax liabilities tied to that equity award.

How many Wendy's (WEN) shares does CMO Lindsay Radkoski hold after the Form 4?

After the reported transactions, Lindsay J. Radkoski directly holds 36,948 shares of Wendy’s common stock. This reflects the net effect of receiving 2,511 shares and disposing of 864 shares for tax withholding on February 23, 2026.

What is the nature of the 2,511-share award reported by Wendy's (WEN) CMO?

The 2,511-share award reflects settlement of performance units granted in February 2023 under Wendy’s long-term incentive plan. These shares were issued at no cash cost to Radkoski upon meeting performance or vesting conditions defined by the plan.

Why were 864 Wendy's (WEN) shares disposed of in the CMO’s Form 4?

The 864 shares were disposed of at $7.77 per share to cover tax obligations. The Form 4 labels this as a tax-withholding disposition tied to the equity award, rather than a discretionary open-market sale by the CMO.