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: Flatley Edith Morgan (EVP - Global CMO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-02-14	Common Stock	M	1974	—	Acquired	1974	Direct
2023-02-14	Common Stock	X	45	—	Acquired	2019	Direct
2023-02-14	Common Stock	F	607	$266.61	Disposed	1412	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-02-13	Options (Right to Buy)	$266.2	A	11500	Acquired	2033-02-13	Common Stock (11500)	Direct
2023-02-13	Restricted Stock Units	$	A	794	Acquired	2023-02-18	Common Stock (794)	Direct
2023-02-14	Restricted Stock Units	$	M	1974	Disposed	2023-02-14	Common Stock (1974)	Direct
2023-02-14	Dividend Equivalent Rights	$	X	45	Disposed	2023-02-14	Common Stock (45)	Direct

Footnotes

F1: Each restricted stock unit ("RSU") represents a right to acquire one share of McDonald's Corporation (the "Company") common stock.

F2: Settlement of dividend equivalent rights in connection with vested RSUs. Each dividend equivalent right is the economic equivalent of one share of the Company common stock.

F3: Options become exercisable in 25% increments on the first, second, third and fourth anniversary dates of the grant.

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 1,299 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 794 RSUs earned above the target grant.