MCDONALDS CORP — Director's Dealing 2023

Feb 15, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MCDONALDS CORP (MCD)
CIK: 0000063908
Period of Report: 2023-02-13

Reporting Person: Gross Marion K. (EVP-Chief Supply Chain Officer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-02-13	Options (Right to Buy)	$266.2	A	9200	Acquired	2033-02-13	Common Stock (9200)	Direct
2023-02-13	Restricted Stock Units	$	A	744	Acquired	2023-02-18	Common Stock (744)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	218.15	Direct
Common Stock	2211.62	Indirect
Common Stock	11352.87	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Phantom Stock	$		Common Stock (8724.94)	8724.94	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 restricted stock unit ("RSU") represents a right to acquire one share of McDonald's Corporation (the "Company") common stock.

F4: As a result of the Company's performance against the pre-approved financial targets as certified on February 13, 2023 for the period of January 1, 2020 through December 31, 2022, the reporting person will vest in 150% of the original target amount of 1,218 performance-based RSUs, plus shares acquired through dividend reinvestment, subject to completion of the service period on February 18, 2023. Accordingly, the reported transaction reflects the acquisition of an additional 744 RSUs earned above the target grant.

F5: Each share of phantom stock represents a right to receive the cash value of one share of the Company common stock.

F6: Shares of phantom stock are payable in cash following the reporting person's separation from service with the Company.