Cook Kenneth M. 4

What Happened

• Kenneth M. Cook, Wendy's interim Chief Executive Officer and Chief Financial Officer, received three stock-unit awards on March 16, 2026 totaling 3,741 restricted stock units (RSUs): 3,045 RSUs, 356 RSUs and 340 RSUs. Each award was recorded at $0.00 (these are grants/derivative awards, not purchases), and the units represent contingent rights to receive common shares in the future.

Key Details

• Transaction date: March 16, 2026; Form 4 filed March 18, 2026 (timely filing).
• Award breakdown and vesting:
  • 3,045 RSUs: vest in full on December 2, 2027 (F4).
  • 356 RSUs: vest in three equal installments on Aug 12, 2026, 2027 and 2028 (F5).
  • 340 RSUs: vest in two equal installments on Aug 12, 2026 and 2027 (F6).
• Dividend equivalents: units include tandem dividend-equivalent rights issued on March 16, 2026 (F1, F3).
• Tax withholding: awards subject to tax withholding rights (F1).
• Shares owned after the transaction: not specified in the provided filing excerpt — see the full Form 4 for total holdings.

Context

• These are equity grants (award code A) — no cash outlay and not an open-market purchase or sale. RSUs are a common form of executive compensation and vest over time contingent on continued employment; they convert to actual shares only if and when they vest. Grants can reflect compensation decisions rather than immediate insider sentiment about the stock.