Edith Morgan Flatley - Feb 1, 2023 Form 3 Insider Report for MCDONALDS CORP (MCD)

Role
EVP - Global CMO
Signature
/s/ Christopher Weber, Attorney-in-fact
Stock symbol
MCD
Transactions as of
Feb 1, 2023
Transactions value $
$0
Form type
3
Date filed
2/7/2023, 02:33 PM
Next filing
Feb 15, 2023

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding MCD Options (Right to Buy) Feb 1, 2023 Common Stock 14.1K $157.79 Direct F1
holding MCD Restricted Stock Units Feb 1, 2023 Common Stock 1.49K Direct F2
holding MCD Restricted Stock Units Feb 1, 2023 Common Stock 2.02K Direct F2
holding MCD Restricted Stock Units Feb 1, 2023 Common Stock 1.39K Direct F2, F3, F4
holding MCD Restricted Stock Units Feb 1, 2023 Common Stock 2.02K Direct F2
holding MCD Restricted Stock Units Feb 1, 2023 Common Stock 1.64K Direct F2
holding MCD Restricted Stock Units Feb 1, 2023 Common Stock 1.63K Direct F2, F4, F5
holding MCD Restricted Stock Units Feb 1, 2023 Common Stock 3.53K Direct F2
holding MCD Restricted Stock Units Feb 1, 2023 Common Stock 1.41K Direct F2, F4, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Options become exercisable in 25% increments on the first, second, third and fourth anniversary dates of the grant.
F2 Each restricted stock unit ("RSU") represents a right to acquire one share of McDonald's Corporation (the "Company") common stock.
F3 Subject to performance-based vesting conditions linked to diluted earnings per share ("EPS") growth and return on incremental invested capital ("ROIIC") for the period of January 1, 2020 through December 31, 2022 (the "2020-2022 Performance Period"). If the Company satisfies both the EPS and ROIIC thresholds, then the number of RSUs that vest may be increased or decreased based upon the Company's total shareholder return ("TSR") relative to the S&P 500 Index over the 2020-2022 Performance Period.
F4 Represents the target number of RSUs. The number of RSUs earned will range from 50% to 150% of the target number of RSUs granted based upon the performance results.
F5 Subject to performance-based vesting conditions linked to diluted EPS growth and return on invested capital ("ROIC") for the period of January 1, 2021 through December 31, 2023 (the "2021-2023 Performance Period"). If the Company satisfies both the EPS and ROIC thresholds, then the number of RSUs that vest may be increased or decreased based upon the Company's TSR relative to the S&P 500 Index over the 2021-2023 Performance Period.
F6 Subject to performance-based vesting conditions linked to diluted EPS growth and ROIC for the period of January 1, 2022 through December 31, 2024 (the "2022-2024 Performance Period"). If the Company satisfies both the EPS and ROIC thresholds, then the number of RSUs that vest may be increased or decreased based upon the Company's TSR relative to the S&P 500 Index over the 2022-2024 Performance Period.