X0306 4 2016-02-11 0 0000063908 MCDONALDS CORP MCD 0001655026 Fairhurst David Ogden MCDONALD'S CORPORATION 2915 JORIE BOULEVARD OAK BROOK IL 60523 0 1 0 0 EVP & Chief People Officer Common Stock 2016-02-13 4 M 0 1596 0 A 1596 D Common Stock 2016-02-13 4 F 0 819.00 117.93 D 777 D Options (Right to Buy) 116.73 2016-02-11 4 A 0 30697 0 A 2026-02-11 Common Stock 30697 30697 D Restricted Stock Units 2016-02-11 4 A 0 4605 0 A 2019-02-11 2019-02-11 Common Stock 4605 4605 D Restricted Stock Units 2016-02-13 4 M 0 1596 0 D 2016-02-13 2016-02-13 Common Stock 1596 0 D Options become exercisable in 25% increments on the first, second, third and fourth anniversary dates of the grant. Each restricted stock unit ("RSU") represents a right to acquire one share of McDonald's Corporation common stock. Upon vesting, payout under the RSUs will be in the form of shares or, at the discretion of the Compensation Committee of the Board of Directors, the cash value thereof. No dividend, voting or other shareholder rights attach to the RSUs until they vest and only if the payout upon vesting is in shares of common stock. Subject to performance-based vesting conditions linked to net income growth and return on incremental invested capital ("ROIIC") for the period of January 1, 2016 through December 31, 2018 (the "Performance Period"). If McDonald's Corporation satisfies both the net income and ROIIC thresholds, then the number of RSUs that vest may be increased or decreased based upon the McDonald's Corporation total shareholder return relative to the S&P 500 Index over the Performance Period. The number of RSUs earned will range from 0% to 200% of the target number of RSUs granted. /s/ Jeffrey J. Pochowicz, Attorney-in-fact 2015-02-16