SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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^*

Ajmani Deepak

(Last)

(First)

(Middle)

C/O THE WENDY'S COMPANY

ONE DAVE THOMAS BLVD.

(Street)

DUBLIN

43017

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/16/2023

3. Issuer Name and Ticker or Trading Symbol
Wendy's Co [ WEN ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Operations Officer - U.S

5. If Amendment, Date of Original Filed (Month/Day/Year)

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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	637	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Employee Stock Option (Right to Buy)⁽¹⁾	⁽²⁾	08/11/2024	Common Stock	27,277	$8.2225	D
Employee Stock Option (Right to Buy)⁽¹⁾	⁽³⁾	08/07/2025	Common Stock	31,656	$9.8575	D
Employee Stock Option (Right to Buy)⁽¹⁾	⁽⁴⁾	08/12/2026	Common Stock	27,166	$10.0875	D
Employee Stock Option (Right to Buy)⁽¹⁾	⁽⁵⁾	08/11/2027	Common Stock	20,003	$15.355	D
Employee Stock Option (Right to Buy)⁽¹⁾	⁽⁶⁾	08/20/2028	Common Stock	15,152	$18.515	D
Employee Stock Option (Right to Buy)⁽¹⁾	⁽⁷⁾	08/09/2029	Common Stock	25,707	$19.71	D
Employee Stock Option (Right to Buy)⁽¹⁾	⁽⁸⁾	08/07/2030	Common Stock	14,623	$22.34	D
Employee Stock Option (Right to Buy)⁽¹⁾	⁽⁹⁾	08/13/2031	Common Stock	11,055	$23.7	D
Employee Stock Option (Right to Buy)⁽¹⁾	⁽¹⁰⁾	08/12/2032	Common Stock	14,221	$21.4	D
Restricted Stock Units⁽¹¹⁾	⁽¹²⁾	⁽¹²⁾	Common Stock	3,791	$0⁽¹³⁾	D

Explanation of Responses:

1. With tandem net exercise and tax withholding rights.

2. The option vested in three equal installments on August 11, 2015, 2016 and 2017 and is currently exercisable as to all 27,277 shares.

3. The option vested in three equal installments on August 7, 2016, 2017 and 2018 and is currently exercisable as to all 31,656 shares.

4. The option vested in three equal installments on August 12, 2017, 2018 and 2019 and is currently exercisable as to all 27,166 shares.

5. The option vested in three equal installments on August 11, 2018, 2019 and 2020 and is currently exercisable as to all 20,003 shares.

6. The option vested in three equal installments on August 20, 2019, 2020 and 2021 and is currently exercisable as to all 15,152 shares.

7. The option vested in three equal installments on August 9, 2020, 2021 and 2022 and is currently exercisable as to all 25,707 shares.

8. The option became exercisable as to 4,874 shares on each of August 7, 2021 and 2022 and becomes exercisable as to 4,875 shares on August 7, 2023.

9. The option became exercisable as to 3,685 shares on August 12, 2022 and becomes exercisable as to 3,685 shares on each of August 12, 2023 and 2024.

10. The option becomes exercisable as to 4,740 shares on each of August 13, 2023 and 2024 and becomes exercisable as to 4,741 shares on August 13, 2025.

11. With tandem dividend equivalent rights and tax withholding rights.

12. The restricted stock units (161 of which represent dividend equivalent units) will vest on February 19, 2024, subject to Mr. Ajmani's continued employment with the Company on the vesting date.

13. Each restricted stock unit represents a contingent right to receive one share of the Company's common stock.

Remarks:

Power of attorney is included with this filing as Exhibit 24.

	/s/ Deepak Ajmani	02/23/2023
	** 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 5 (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).
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