Wendy's Co — Director's Dealing 2004

Aug 19, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TRIARC COMPANIES INC (TRY;TRY.B)
CIK: 0000030697
Period of Report: 2004-08-17

Reporting Person: SCHWAB II DAVID E (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-08-17	Class A Common Stock	M	15000	—	Acquired	26139	Direct
2004-08-17	Class A Common Stock	F	7011	$9.61	Disposed	19128	Direct
2004-08-17	Class B Common Stock, Series 1	M	30000	—	Acquired	40974	Direct
2004-08-17	Class B Common Stock, Series 1	F	10974	$9.75	Disposed	30000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-08-17	Stock Option (right to buy)	$11.625	M	15000	Disposed	2004-10-26	Class A Common Stock (15000.00)	Direct

Footnotes

F1: On August 11, 2003, Triarc Companies, Inc. (Triarc) declared a stock dividend, payable to all holders of record of Class A Common Stock on August 21, 2003, of two shares of Class B Common Stock, Series 1 for each share of Class A Common Stock outstanding. As a result of the stock dividend, each outstanding option granted under Triarc's 1993 Equity Participation Plan was adjusted so that each such option outstanding as of August 21, 2003, became exercisable for both one share of Class A Common and two shares of Class B Common Stock, Series 1.

F2: This stock option was previously reported as an option for 15,000 shares of Class A Common Stock at an exercise price of $11.625 per share, but was adjusted to reflect the stock dividend referred to in note (1) above. As a result of the stock dividend, the option also entitled the reporting person to receive, upon exercise, 30,000 shares of Class B Common Stock, Series 1 for no additional consideration.

F3: With tandem tax withholding rights.

F4: The option vested in two equal installments on October 26, 1995 and October 26, 1996.