Wendy's Co — Director's Dealing 2012

Mar 19, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Wendy's Co (WEN)
CIK: 0000030697
Period of Report: 2012-03-15

Reporting Person: BROLICK EMIL (Director, President & CEO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-03-15	Restricted Stock Units	$	A	2463.0000	Acquired		Common Stock (2463.0000)	Direct

Footnotes

F1: With tandem net exercise and tax withholding rights.

F2: Each restricted stock unit represents a contingent right to receive one share of the Company's common stock.

F3: Represents dividend equivalent units that have accrued on outstanding restricted stock units from their date of grant (September 12, 2011) through the date of this report, including 1,265 dividend equivalent units issued on March 15, 2012.

F4: The restricted stock units vest in three equal installments on September 12, 2012, 2013 and 2014.