MAY PETER W 4

What Happened

• Peter W. May, a 10% owner and President/founding partner of Trian Fund Management, acquired 4,262 shares of Wendy's Co. (WEN) on 2026-06-29 as an award (transaction code A). The shares were issued at $6.98 each for a total value of $29,749. This was an issuance under the company’s 2020 Omnibus Award Plan in lieu of quarterly board and committee cash retainers.

Key Details

• Transaction date: 2026-06-29; Filing date (Accession 0001193125-26-292836): 2026-07-01 (filed within the standard reporting window).
• Price: $6.98 per share; Total value: $29,749.
• Shares issued under the 2020 Omnibus Award Plan in lieu of board/committee retainer fees; the per-share price was set as the average closing price over the 20 trading days immediately preceding the retainer payment date (per footnote).
• Shares owned after the transaction: not specified in this Form 4 filing.
• Ownership/affiliation note: Mr. May is President and a founding partner of Trian Fund Management, which manages several Trian funds. He may be deemed to share voting and dispositive power over shares held by the Trian Funds and related entities; he disclaims beneficial ownership of those shares except to the extent of any pecuniary interest (per footnotes).

Context

• This was an award issuance (not an open-market purchase or sale) made to satisfy board retainer fees — a routine form of compensation for directors. For retail investors, awards like this are common and do not necessarily signal a buy/sell decision by the insider. Because Mr. May is a 10% owner via affiliated investment entities, the filing emphasizes institutional relationships and potential shared voting/dispositive power rather than individual trading intent.