Statement of Changes in Beneficial Ownership (4)
June 17 2021 - 5:31PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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LEVATO JOSEPH A |
2. Issuer Name and Ticker or Trading Symbol
Wendy's Co
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WEN
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
C/O THE WENDY'S COMPANY, ONE DAVE THOMAS BOULEVARD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/15/2021 |
(Street)
DUBLIN, OH 43017
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
Restricted Stock Units | (1) | 6/15/2021 | | A | | 92 (2) | | (3) | (3) | Common Stock | 92 | $0 | 145831 | D | |
Restricted Stock Units | (1) | 6/15/2021 | | A | | 87 (2) | | (4) | (4) | Common Stock | 87 | $0 | 145918 | D | |
Restricted Stock Units | (1) | 6/15/2021 | | A | | 77 (2) | | (5) | (5) | Common Stock | 77 | $0 | 145995 | D | |
Restricted Stock Units | (1) | 6/15/2021 | | A | | 83 (2) | | (6) | (6) | Common Stock | 83 | $0 | 146078 | D | |
Restricted Stock Units | (1) | 6/15/2021 | | A | | 62 (2) | | (7) | (7) | Common Stock | 62 | $0 | 146140 | D | |
Restricted Stock Units | (1) | 6/15/2021 | | A | | 42 (2) | | (8) | (8) | Common Stock | 42 | $0 | 146182 | D | |
Restricted Stock Units | (1) | 6/15/2021 | | A | | 35 (2) | | (9) | (9) | Common Stock | 35 | $0 | 146217 | D | |
Restricted Stock Units | (1) | 6/15/2021 | | A | | 37 (2) | | (10) | (10) | Common Stock | 37 | $0 | 146254 | D | |
Restricted Stock Units | (1) | 6/15/2021 | | A | | 29 (2) | | (11) | (11) | Common Stock | 29 | $0 | 146283 | D | |
Restricted Stock Units | (1) | 6/15/2021 | | A | | 30 (2) | | (12) | (12) | Common Stock | 30 | $0 | 146313 | D | |
Restricted Stock Units | (1) | 6/15/2021 | | A | | 26 (2) | | (13) | (13) | Common Stock | 26 | $0 | 146339 | D | |
Explanation of Responses: |
(1) | Each restricted stock unit represents a contingent right to receive one share of the Company's common stock. |
(2) | Represents dividend equivalent units issued on June 15, 2021. |
(3) | The restricted stock units vested in two equal installments on May 28, 2010 and May 28, 2011. Vested shares will be delivered upon Mr. Levato's termination as a director of the Company. |
(4) | The restricted stock units vested in two equal installments on June 1, 2011 and June 1, 2012. Vested shares will be delivered upon Mr. Levato's termination as a director of the Company. |
(5) | The restricted stock units vested in two equal installments on May 26, 2012 and May 26, 2013. Vested shares will be delivered upon Mr. Levato's termination as a director of the Company. |
(6) | The restricted stock units vested in two equal installments on May 24, 2013 and May 24, 2014. Vested shares will be delivered upon Mr. Levato's termination as a director of the Company. |
(7) | The restricted stock units vested in full on May 23, 2014. Vested shares will be delivered upon Mr. Levato's termination as a director of the Company. |
(8) | The restricted stock units vested in full on May 28, 2015. Vested shares will be delivered upon Mr. Levato's termination as a director of the Company. |
(9) | The restricted stock units vested in full on May 26, 2016. Vested shares will be delivered upon Mr. Levato's termination as a director of the Company. |
(10) | The restricted stock units vested in full on May 23, 2017. Vested shares will be delivered upon Mr. Levato's termination as a director of the Company. |
(11) | The restricted stock units vested in full on May 23, 2018. Vested shares will be delivered upon Mr. Levato's termination as a director of the Company. |
(12) | The restricted stock units vested in full on June 4, 2019. Vested shares will be delivered upon Mr. Levato's termination as a director of the Company. |
(13) | The restricted stock units vested in full on May 27, 2020. Vested shares will be delivered upon Mr. Levato's termination as a director of the Company. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
LEVATO JOSEPH A C/O THE WENDY'S COMPANY ONE DAVE THOMAS BOULEVARD DUBLIN, OH 43017 | X |
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Signatures
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/s/ Michael G. Berner, Attorney-in-Fact | | 6/17/2021 |
**Signature of Reporting Person | Date |
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