Statement of Changes in Beneficial Ownership (4)
February 15 2023 - 5:50PM
Edgar (US Regulatory)
FORM 4
[ ]
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
|
OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden hours per response...
0.5
|
|
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
|
|
1. Name and Address of Reporting Person
*
Sempels Jo |
2. Issuer Name and Ticker or Trading Symbol
MCDONALDS CORP
[
MCD
]
|
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) President, IDL |
(Last)
(First)
(Middle)
MCDONALD'S CORPORATION, 110 NORTH CARPENTER STREET |
3. Date of Earliest Transaction
(MM/DD/YYYY)
2/13/2023 |
(Street)
CHICAGO, IL 60607
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
|
1.Title of Security (Instr. 3)
|
2. Trans. Date
|
2A. Deemed Execution Date, if any
|
3. Trans. Code (Instr. 8)
|
4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
|
5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
|
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
|
7. Nature of Indirect Beneficial Ownership (Instr. 4)
|
Code
|
V
|
Amount
|
(A) or (D)
|
Price
|
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
|
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 |
Options (Right to Buy) | $266.2 | 2/13/2023 | | A | | 5290 | | (1) | 2/13/2033 | Common Stock | 5290 | $0 | 5290 | D | |
Restricted Stock Units | (2) | 2/13/2023 | | A | | 1041 (3) | | 2/13/2026 (3) | 2/13/2026 | Common Stock | 1041 | $0 | 1041 | D | |
Restricted Stock Units | (2) | 2/13/2023 | | A | | 596 (4) | | 2/18/2023 | 2/18/2023 | Common Stock | 596 (4) | $0 | 1571 | D | |
Explanation of Responses: |
(1) | Options become exercisable in 25% increments on the first, second, third and fourth anniversary dates of the grant. |
(2) | Each restricted stock unit ("RSU") represents a right to acquire one share of McDonald's Corporation (the "Company") common stock. |
(3) | Represents the target number of RSUs granted, subject to performance-based vesting conditions linked to diluted earnings per share ("EPS") growth and return on invested capital ("ROIC") for the period of January 1, 2023 through December 31, 2025 (the "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 total shareholder return relative to the S&P 500 Index over the Performance Period. The number of RSUs earned will range from 50% to 150% of the target number of RSUs granted. |
(4) | As a result of the Company's performance against the pre-approved financial targets as certified on February 13, 2023 for the period of January 1, 2020 through December 31, 2022, the reporting person will vest in 150% of the original target amount of 975 performance-based RSUs, plus shares acquired through dividend reinvestment, subject to completion of the service period on February 18, 2023. Accordingly, the reported transaction reflects the acquisition of an additional 596 RSUs earned above the target grant. |
Reporting Owners
|
Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Sempels Jo MCDONALD'S CORPORATION 110 NORTH CARPENTER STREET CHICAGO, IL 60607 |
|
| President, IDL |
|
Signatures
|
/s/ Christopher Weber, Attorney-in-fact | | 2/15/2023 |
**Signature of Reporting Person | Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
McDonalds (NYSE:MCD)
Historical Stock Chart
From Jul 2024 to Jul 2024
McDonalds (NYSE:MCD)
Historical Stock Chart
From Jul 2023 to Jul 2024