Wendy's Co — Director's Dealing 2006

Dec 26, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TRIARC COMPANIES INC (TRY; TRY.B)
CIK: 0000030697
Period of Report: 2006-12-21

Reporting Person: SCHORR BRIAN L (Exec. V.P. and General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-12-21	Class A Common Stock	M	33333	—	Acquired	183372	Direct
2006-12-21	Class B Common Stock, Series 1	M	66666	—	Acquired	406122	Direct
2006-12-21	Class A Common Stock	M	50000	—	Acquired	150039	Direct
2006-12-21	Class B Common Stock, Series 1	M	100000	—	Acquired	339456	Direct
2006-12-21	Class A Common Stock	M	13891	—	Acquired	100039	Direct
2006-12-21	Class B Common Stock, Series 1	M	27782	—	Acquired	239456	Direct
2006-12-21	Class A Common Stock	M	33333	—	Acquired	86148	Direct
2006-12-21	Class B Common Stock, Series 1	M	66666	—	Acquired	211674	Direct
2006-12-21	Class A Common Stock	F	83932	$21.45	Disposed	52815	Direct
2006-12-21	Class B Common Stock, Series 1	F	167864	$19.55	Disposed	145008	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2006-12-21	Employee Stock Option (right to buy)	$17.75	M	33333	Disposed	2009-12-22	Class A Common Stock (33333)	Direct
2006-12-21	Employee Stock Option (right to buy)	$23.3125	M	50000	Disposed	2007-12-12	Class A Common Stock (50000)	Direct
2006-12-21	Employee Stock Option (right to buy)	$25.4375	M	13891	Disposed	2010-12-14	Class A Common Stock (13891)	Direct
2006-12-21	Employee Stock Option (right to buy)	$16.875	M	33333	Disposed	2009-03-15	Class A Common Stock (33333)	Direct
2006-12-21	Employee Stock Option (right to buy)	$21.45	A	20646	Acquired	2009-12-22	Class A Common Stock (20646)	Direct
2006-12-21	Employee Stock Option (right to buy)	$21.45	A	33367	Acquired	2007-12-12	Class A Common Stock (33367)	Direct
2006-12-21	Employee Stock Option (right to buy)	$21.45	A	9524	Acquired	2010-12-14	Class A Common Stock (9524)	Direct
2006-12-21	Employee Stock Option (right to buy)	$21.45	A	20394	Acquired	2009-03-15	Class A Common Stock (20394)	Direct
2006-12-21	Employee Stock Option (right to buy)	$19.55	A	41292	Acquired	2009-12-22	Class B Common Stock, Series 1 (41292)	Direct
2006-12-21	Employee Stock Option (right to buy)	$19.55	A	66734	Acquired	2007-12-12	Class B Common Stock, Series 1 (66734)	Direct
2006-12-21	Employee Stock Option (right to buy)	$19.55	A	19048	Acquired	2010-12-14	Class B Common Stock, Series 1 (19048)	Direct
2006-12-21	Employee Stock Option (right to buy)	$19.55	A	40790	Acquired	2009-03-15	Class B Common Stock, Series 1 (40790)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	100	Indirect
Class B Common Stock, Series 1	400	Indirect

Footnotes

F1: As a result of the special extraordinary cash dividends paid in 2006, on December 14, 2006, the Compensation Committee and
the Performance Compensation Committee of the Board of Directors of Triarc determined to reduce the exercise price of each
stock option that was granted prior to August 21, 2003 by $0.45 for each option outstanding at the opening of the market on
each of February 15, 2006, June 29, 2006 and December 1, 2006, aggregating $1.35 per share. Accordingly, the reported
exercise price of this stock option was reduced by $1.35 per share.

F2: On August 11, 2003, 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 and 1998 Equity Participation Plans 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.

F3: This employee stock option was previously reported as an option for 50,000 shares of Class A Common Stock at an exercise
price of $17.75 per share, but was adjusted to reflect the stock dividend referred to in note (2) above. As a result of the
stock dividend, the option also entitled the reporting person to receive, upon exercise, two shares of Class B Common Stock,
Series 1, for each share of Class A Common Stock issuable upon exercise of the option for no additional consideration.

F4: This employee stock option was previously reported as an option for 50,000 shares of Class A Common Stock at an exercise
price of $23.3125 per share, but was adjusted to reflect the stock dividend referred to in note (2) above. As a result of
the stock dividend, the option also entitled the reporting person to receive, upon exercise, two shares of Class B Common
Stock, Series 1, for each share of Class A Common Stock issuable upon exercise of the option for no additional
consideration.

F5: This employee stock option was previously reported as an option for 30,000 shares of Class A Common Stock at an exercise
price of $25.4375 per share, but was adjusted to reflect the stock dividend referred to in note (2) above. As a result of
the stock dividend, the option also entitled the reporting person to receive, upon exercise, two shares of Class B Common
Stock, Series 1, for each share of Class A Common Stock issuable upon exercise of the option for no additional
consideration.

F6: This employee stock option was previously reported as an option for 50,000 shares of Class A Common Stock at an exercise
price of $16.875 per share, but was adjusted to reflect the stock dividend referred to in note (2) above. As a result of the
stock dividend, the option also entitled the reporting person to receive, upon exercise, two shares of Class B Common Stock,
Series 1, for each share of Class A Common Stock issuable upon exercise of the option for no additional consideration.

F7: 83,932 shares of Class A Common Stock and 167,864 shares of Class B Common Stock Series 1, were withheld from the shares
issued upon exercise of the stock options reported herein at a price per share equal to the closing price of such Class A
Common Stock and Class B Common Stock, Series 1, respectively, on December 21, 2006, to satisfy the exercise prices and tax
withholding obligations in connection with such stock option exercises.

F8: The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission
that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

F9: With tandem tax withholding rights.

F10: The option vested in three equal installments on December 22, 2000, 2001 and 2002.

F11: The option vested in three equal installments on December 12, 1998, 1999 and 2000.

F12: The option vested in three equal installments on December 14, 2001, 2002 and 2003.

F13: The option vested in three equal installments on March 15, 2000 , 2001 and 2002.