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MCDONALDS CORP Director's Dealing 2021

Feb 18, 2021

29783_dirs_2021-02-18_16762d8b-258a-4a3c-a181-344dc4b35626.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MCDONALDS CORP (MCD)
CIK: 0000063908
Period of Report: 2021-02-16

Reporting Person: Hoovel Catherine A. (VP - Chief Acctg Officer)

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2021-02-16 Options (Right to Buy) $215.03 A 4449 Acquired 2031-02-16 Common Stock (4449) Direct
2021-02-16 Restricted Stock Units $ A 634 Acquired 2024-02-16 Common Stock (634) Direct
2021-02-16 Restricted Stock Units $ D 316 Disposed 2021-02-19 Common Stock (316) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 891 Direct
Common Stock 569.86 Indirect

Footnotes

F1: Includes shares acquired through dividend reinvestment.

F2: Options become exercisable in 25% increments on the first, second, third and fourth anniversary dates of the grant.

F3: Each performance-based restricted stock unit ("RSU") represents a right to acquire one share of McDonald's Corporation common stock.

F4: Represents the target number of RSUs granted, subject to performance-based vesting conditions linked to diluted earnings per share ("EPS") growth and return on invested capital ("ROIC") for the period of January 1, 2021 through December 31, 2023 (the "Performance Period"). If McDonald's Corporation satisfies both the EPS and ROIC 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 50% to 150% of the target number of RSUs granted.

F5: As a result of McDonald's Corporation's performance against the pre-approved financial targets as certified on February 16, 2021 for the period of January 1, 2018 through December 31, 2020, the reporting person will vest in 50% of the original target amount of 632 performance-based RSUs, subject to completion of the service period through February 19, 2021. The transaction reported reflects the forfeiture of 50% of the target amount originally reported by the reporting person on February 21, 2018.