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Evaluation of Disclosure Controls and Procedures
−Removed: The management of the Company, under the supervision and with the participation of the Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the design and operation of its disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of September 29, 2024.
−Removed: Based on such evaluations, the Chief Executive Officer and Chief Financial Officer concluded that as of September 29, 2024, the disclosure controls and procedures of the Company were effective at a reasonable assurance level in (1) recording, processing, summarizing and reporting, on a timely basis, information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act and (2) ensuring that information required to be disclosed by the Company in such reports is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.
+Added: The management of the Company, under the supervision and with the participation of the Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the design and operation of its disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of March 30, 2025.
+Added: Based on such evaluations, the Chief Executive Officer and Chief Financial Officer concluded that as of March 30, 2025, the disclosure controls and procedures of the Company were effective at a reasonable assurance level in (1) recording, processing, summarizing and reporting, on a timely basis, information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act and (2) ensuring that information required to be disclosed by the Company in such reports is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.
Changes in Internal Control Over Financial Reporting
−Removed: There were no changes in the internal control over financial reporting of the Company during the third quarter of 2024 that materially affected, or are reasonably likely to materially affect, its internal control over financial reporting.
+Added: There were no changes in the internal control over financial reporting of the Company during the first quarter of 2025 that materially affected, or are reasonably likely to materially affect, its internal control over financial reporting.
Inherent Limitations on Effectiveness of Controls
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• changes in discretionary consumer spending and consumer tastes and preferences;
−Removed: • the disruption to our business from COVID-19 and its impact on our results of operations, financial condition and prospects;
• impacts to our corporate reputation or the value and perception of our brand;
• the effectiveness of our marketing and advertising programs and new product development;
−Removed: • our ability to manage the impact of social media;
+Added: • our ability to manage the impact of social or digital media;
• our ability to protect our intellectual property;
• food safety events or health concerns involving our products;
−Removed: • our ability to deliver accelerated global sales growth and achieve or maintain market share across our dayparts;
−Removed: • our ability to achieve our growth strategy through new restaurant development and our Image Activation program;
+Added: • our ability to deliver global sales growth and maintain or grow market share across our dayparts;
+Added: • our ability to achieve our growth strategy through new restaurant development;
• our ability to effectively manage the acquisition and disposition of restaurants or successfully implement other strategic initiatives;
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• conditions beyond our control, such as adverse weather conditions, natural disasters, hostilities, social unrest, health epidemics or pandemics or other catastrophic events;
+Added: • risks associated with our predominantly franchised business model;
• other risks and uncertainties affecting us and our subsidiaries referred to in our Annual Report on Form 10-K filed with the SEC on February 21, 2025 (see especially “Item 1A.
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Management’s Discussion and Analysis of Financial Condition and Results of Operations”) and in our other current and periodic filings with the SEC.
−Removed: In addition to the factors described above, there are risks associated with our predominantly franchised business model that could impact our results, performance and achievements.
−Removed: Such risks include our ability to identify, attract and retain experienced and qualified franchisees, our ability to effectively manage the transfer of restaurants between and among franchisees, the business and financial health of franchisees, the ability of franchisees to meet their royalty, advertising, development, reimaging and other commitments, participation by franchisees in brand strategies and the fact that franchisees are independent third parties that own, operate and are responsible for overseeing the operations of their restaurants.
−Removed: Our predominantly franchised business model may also impact the ability of the Wendy’s system to effectively respond and adapt to market changes.
All future written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to above.
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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.