|8-KFeb 18, 5:17 PM ET

Wendy's Co 8-K

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Wendy's Co. Issues Press Release on Trian Schedule 13D/A

What Happened
On February 18, 2026, The Wendy’s Company announced (via an 8-K under Item 7.01) that it issued a press release regarding a Schedule 13D/A recently filed by Trian Fund Management, L.P. and certain of its affiliates. The press release is furnished as Exhibit 99.1 to the Form 8-K. The company states the furnished information is being provided under Regulation FD and is not “filed” for purposes of Section 18 of the Securities Exchange Act.

Key Details

  • Date of disclosure: February 18, 2026.
  • Subject: press release concerning a Schedule 13D/A filed by Trian Fund Management, L.P. and certain affiliates.
  • Filing: Information furnished under Item 7.01 (Regulation FD Disclosure); Exhibit 99.1 contains the press release and is furnished under Item 9.01.
  • Legal note: The company said the furnished information shall not be deemed “filed” under Section 18 of the Exchange Act (limits certain liabilities).

Why It Matters
A Schedule 13D/A signals activist investor engagement (Trian) and may relate to ownership position or proposals that could affect strategy, governance, or shareholder value. Wendy’s furnishing a press release under Regulation FD provides the company’s public response or position; investors should read Exhibit 99.1 and the Schedule 13D/A itself for details. Because the information is furnished (not “filed”), it has a limited scope of Section 18 liability, but it remains material information for shareholders monitoring activist activity.