Unregistered Sales of Equity Securities and Use of Proceeds.
−Removed: The following table provides information with respect to repurchases of shares of our common stock by us and our “affiliated purchasers” (as defined in Rule 10b-18(a)(3) under the Exchange Act) during the third quarter of 2024:
+Added: The following table provides information with respect to repurchases of shares of our common stock by us and our “affiliated purchasers” (as defined in Rule 10b-18(a)(3) under the Exchange Act) during the first quarter of 2025:
Issuer Repurchases of Equity Securities
8 unchanged sentences
the Plans (2)
−Removed: August 4, 2024 929,674 $16.76 929,002 $260,000,026
−Removed: August 5, 2024
−Removed: September 1, 2024 427,124 $16.98 295,114 $255,002,053
−Removed: September 2, 2024
−Removed: September 29, 2024 269,917 $17.31 268,290 $250,362,507
+Added: December 30, 2024
+Added: February 2, 2025 394,456 $15.09 385,410 $229,200,345
+Added: February 3, 2025
+Added: March 2, 2025 5,907,406 $15.19 5,815,820 $140,934,023
+Added: March 3, 2025
+Added: March 30, 2025 1,994,135 $15.16 1,980,740 $110,929,598
Total 8,295,997 $15.18 8,181,970 $110,929,598
2 unchanged sentences
(2) In January 2023, our Board of Directors authorized a repurchase program for up to $500.0 million of our common stock through February 28, 2027, when and if market conditions warrant and to the extent legally permissible.
−Removed: Subsequent to September 29, 2024 through October 24, 2024, the Company repurchased 0.2 million shares under the January 2023 Authorization with an aggregate purchase price of $2.7 million, excluding applicable excise tax and commissions.
−Removed: 10.1 Employment Letter between The Wend y ’s Company and John Min dated as of September 4, 202 4 .* **
+Added: Subsequent to March 30, 2025 through April 25, 2025, the Company repurchased 3.8 million shares under the January 2023 Authorization with an aggregate purchase price of $50.9 million, excluding applicable excise tax and commissions.
+Added: 10.1 Form of Long-Term Performance Unit Award Agreement for 2025 under The Wendy’s Company 2020 Omnibus Award Plan * **
31.1 Certification of the Chief Executive Officer of The Wendy’s Company, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*
2 unchanged sentences
Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*
−Removed: 101 The following financial information from The Wendy’s Company’s Quarterly Report on Form 10-Q for the quarter ended September 29, 2024 formatted in Inline eXtensible Business Reporting Language:
+Added: 101 The following financial information from The Wendy’s Company’s Quarterly Report on Form 10-Q for the quarter ended March 30, 2025 formatted in Inline eXtensible Business Reporting Language:
(i) the Condensed Consolidated Balance Sheets, (ii) the Condensed Consolidated Statements of Operations, (iii) the Condensed Consolidated Statements of Comprehensive Income, (iv) the Condensed Consolidated Statements of Stockholders’ Equity, (v) the Condensed Consolidated Statements of Cash Flows, and (vi) Notes to Condensed Consolidated Financial Statements.
−Removed: 104 The cover page from The Wendy’s Company’s Quarterly Report on Form 10-Q for the quarter ended September 29, 2024, formatted in Inline XBRL and contained in Exhibit 101.
+Added: 104 The cover page from The Wendy’s Company’s Quarterly Report on Form 10-Q for the quarter ended March 30, 2025, formatted in Inline XBRL and contained in Exhibit 101.
_______________
3 unchanged sentences
THE WENDY’S COMPANY
−Removed: October 31, 2024
−Removed: /s/ Gunther Plosch
−Removed: Gunther Plosch
+Added: /s/ Kenneth Cook
Chief Financial Officer
(On behalf of the registrant)
−Removed: October 31, 2024 By:
+Added: May 2, 2025 By:
/s/ Suzanne M.
2 unchanged sentences
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.