The Wendy's Company files SEC reports that document its quick-service restaurant system, Nasdaq-listed common stock, operating results, governance matters, and capital structure. Its 8-K filings cover quarterly and annual results, Regulation FD disclosures, material agreements, shareholder voting matters, and other company events tied to franchise operations, restaurant sales, royalties, fees, and advertising funds.
WEN filings also include proxy materials covering board and shareholder governance, ownership-related disclosures such as Schedule 13D amendments, and financing records for subsidiary-issued securitized notes. Those financing disclosures describe collateral tied to franchise-related agreements, real estate assets, and intellectual property and license agreements within the Wendy's system.
Trian-affiliated investors filed Amendment No. 64 to update their ownership and intentions in The Wendy's Company. As of 4:00 p.m. on February 17, 2026, the filing group beneficially owned 31,078,148 shares of common stock, or about 16.33% of Wendy’s outstanding shares, based on 190,339,781 shares outstanding as of October 30, 2025.
The filing states that the investors believe Wendy’s stock is undervalued and that they are actively reviewing alternatives for their sizable stake. They may buy more shares, sell shares, use derivatives, or pursue strategic or extraordinary transactions, potentially with financing sources, co‑investors or strategic partners. These could include proposals that might result in acquiring control of Wendy’s and possibly lead to a de‑listing or de‑registration of the stock, although no specific transaction is committed and no assurance is given that any deal will occur.
AQR Capital Management, LLC and AQR Capital Management Holdings, LLC report a significant ownership stake in Wendy's Co. They disclose beneficial ownership of 11,705,610 shares of Wendy's common stock, representing 6.15% of the outstanding class as of the event date.
The AQR entities report zero sole voting or dispositive power, but shared voting and shared dispositive power over all 11,705,610 shares. They certify the shares were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of Wendy's Co.
The Wendy’s Company reported softer results for 2025 and a cautious 2026 outlook. For 2025, total revenues declined to $2,176.9 million from $2,246.5 million, while net income fell to $165.1 million and diluted earnings per share decreased to $0.85 from $0.95. Global systemwide sales declined 3.5%, with U.S. same-restaurant sales down 5.6% and international systemwide sales up 8.1%. Adjusted EBITDA slipped to $522.4 million and free cash flow to $205.4 million. The company declared a $0.14 per-share quarterly dividend, with about 190.4 million shares outstanding as of February 6, 2026. For 2026, Wendy’s expects approximately flat global systemwide sales, adjusted EBITDA of $460 to $480 million, adjusted earnings per share of $0.56 to $0.60, and free cash flow of $190 to $205 million, while continuing its Project Fresh turnaround plan.
The Wendy’s Company provided an update on its search for a permanent Chief Executive Officer. The Board of Directors, supported by a leading global executive search firm, is evaluating a strong group of internal and external candidates with the experience and leadership skills it believes are needed to guide Wendy’s through its next phase of growth and continue executing the company’s turnaround plans.
The Board emphasized that the CEO selection process is progressing well and expressed confidence in both the candidates under consideration and the current management team. It highlighted ongoing collaboration with Interim CEO Ken Cook and senior leadership to maintain continuity and execution. The company also confirmed that it will release its fourth quarter and full year 2025 results on February 13, 2026, as previously announced.
Wendy's Co director Kristin A. Dolan received 1,564 shares of common stock on January 5, 2026, as a stock grant under the company’s 2020 Omnibus Award Plan. The shares were issued in lieu of a portion of her quarterly Board retainer and Board committee fees that would otherwise have been paid in cash.
The grant was priced at $8.37 per share, based on the average closing price over the 20 trading days before the fees would have been payable. Following this award, Ms. Dolan beneficially owns 46,708 shares of Wendy’s common stock, held directly.
Wendy's Company director Bradley G. Peltz received additional stock-based board compensation. On 01/05/2026, he was issued 2,942 shares of Wendy's common stock at $8.37 per share under the Company's 2020 Omnibus Award Plan instead of taking his quarterly Board and Board committee retainer fees in cash. After this grant, he beneficially owns 21,012 common shares directly and 132,397 common shares indirectly through the Peltz 2009 Family Trust.
Wendy's director and 10% owner Peter W. May reported receiving 5,704 shares of common stock on January 5, 2026. The shares were issued at $8.37 per share under the company’s 2020 Omnibus Award Plan in lieu of his quarterly Board and Board committee cash retainer fees, with the price based on the average closing price over the 20 trading days before the payment date.
Following this grant, May directly beneficially owned 5,537,881 Wendy’s shares. The filing also reports 14,943,466 shares indirectly beneficially owned through Trian Partners, where Trian Fund Management, L.P. and May may be deemed to share investment and voting power, while disclaiming beneficial ownership beyond any pecuniary interest.
The Wendy's Company reported new equity awards for an executive. A company officer, serving as Chief Corporate Affairs & Sustainability Officer, received several grants of restricted stock units (RSUs) on December 15, 2025, including 29, 74, 205 and 1,024 RSUs, each with an exercise price of $0 and each representing the right to receive one share of common stock.
The RSUs are described as dividend equivalent units and increase the officer’s beneficial ownership of derivative securities to 79,586 RSUs following the reported transactions. The awards vest over time, with portions scheduled to vest on August 5, 2026 and 2027, August 11, 2026, and August 12 in 2026, 2027 and 2028, in each case contingent on the officer’s continued employment with the company on the applicable vesting dates.
The Wendy's Company Chief People Officer reports additional restricted stock units (RSUs) tied to dividend equivalents. On 12/15/2025, Mr. O'Brien received several RSU grants credited as dividend equivalent units, including 312, 31, 85, 243 and 1,216 RSUs, all at a price of $0.
Each RSU represents a contingent right to receive one share of Wendy's common stock. After these grants, Mr. O'Brien beneficially owned 112,816 derivative securities in the form of RSUs. The units have different vesting schedules, generally requiring continued employment through future dates in March 2026 and in August 2026, 2027 and 2028.
The Wendy's Company reported a Form 4 transaction for its U.S. Chief Marketing Officer, identified as an officer of the company. On 12/15/2025, she received multiple grants of restricted stock units (RSUs) with tandem dividend equivalent and tax withholding rights, each RSU representing a right to receive one share of common stock at no cash cost.
The new RSUs reflect dividend equivalent units added to several existing equity awards, in amounts including 11, 147, 35, 89, 532, 179 and 896 units, all settled in common stock. After these transactions, she beneficially owned 112,956 derivative securities tied to Wendy's common stock.
The RSUs have staggered vesting schedules between August 2026 and August 2028, with various awards vesting in one or more installments and all vesting remaining subject to Ms. Radkoski’s continued employment with the company on the applicable vesting dates.