Nelson Peltz - May 16, 2023 Form 4 Insider Report for Wendy's Co (WEN)

Role: Director, 10%+ Owner
Signature: /s/ Daniel R. Marx, Attorney-In-Fact for Nelson Peltz
Stock symbol: WEN
Transactions as of: May 16, 2023
Transactions value $: $0
Form type: 4
Date filed: 5/18/2023, 05:18 PM
Previous filing: Apr 6, 2023
Next filing: May 24, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	WEN	Common Stock	Award	$0	+6.6K	+0.07%	$0.00	9.96M	May 16, 2023	Direct
holding	WEN	Common Stock						21.7M	May 16, 2023	By Trian Partners	F1, F2
holding	WEN	Common Stock						132K	May 16, 2023	By Peltz 2009 Family Trust	F3, F4
holding	WEN	Common Stock						81.1K	May 16, 2023	By Children	F4, F5
holding	WEN	Common Stock						44.2K	May 16, 2023	By Spouse	F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Trian Fund Management, L.P. ("Trian Management") serves as the management company for Trian Partners, L.P., Trian Partners Master Fund, L.P., Trian Partners Parallel Fund I, L.P., Trian Partners Strategic Fund-G II L.P., Trian Partners Strategic Fund-G III, L.P., and Trian Partners Strategic Fund-K, L.P. (collectively, the "Trian Funds"), and as such determines the investment and voting decisions of the Trian Funds with respect to the shares of the Issuer held by them. Mr. Peltz is a member of Trian Fund Management GP, LLC, which is the general partner of Trian Management, and as such is in a position to determine the investment and voting decisions made by Trian Management on behalf of the Trian Funds.
F2	(FN 2, contd.) Mr. Peltz is also a member of Trian Partners General Partner, LLC ("Trian GP LLC"), the general partner of Trian Partners GP, L.P. ("Trian GP"), and as such is in a position to determine the investment and voting decisions made by Trian GP LLC on behalf of Trian GP. Accordingly, Mr. Peltz may be deemed to indirectly beneficially own (as that term is defined in Rule 13d-3 under the Securities Exchange Act of 1934) the shares beneficially owned by the Trian Funds and Trian GP. Mr. Peltz disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
F3	All such shares are owned by the Peltz 2009 Family Trust for the benefit of Mr. Peltz's children. Mr. Peltz's spouse is a trustee of the trust.
F4	The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
F5	Owned by children living in the reporting person's household.