8-K

THE WENDY’S COMPANY

Date: June 9, 2026

/s/ Mark L. Johnson

Mark L. Johnson

Director – Corporate & Securities Counsel, and Assistant Secretary

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): June 4, 2026

THE WENDY’S COMPANY

(Exact name of registrant, as specified in its charter)

Delaware

1-2207

38-0471180

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)


One Dave Thomas Boulevard, Dublin, Ohio		43017
(Address of principal executive offices)		(Zip Code)

(614) 764-3100

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $.10 par value	WEN	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On June 4, 2026, Suzanne M. Thuerk, Chief Accounting Officer (principal accounting officer) of The Wendy’s Company (the “Company”), provided notice to the Company of her intention to resign from the Company to pursue an opportunity outside the restaurant space.

In connection with the above, on June 7, 2026, Aaron M. Kale, currently Vice President – Tax, was appointed as the Company’s Chief Accounting Officer and Vice President – Tax (principal accounting officer), effective as of June 8, 2026. Ms. Thuerk will remain with the Company in a non-executive capacity until July 10, 2026 to support the transition to Mr. Kale.

Mr. Kale, age 49, has served in his current position as Vice President – Tax since April 2019 and, since July 2025, has also been providing interim support and leadership to the Company’s accounting function. Mr. Kale joined the Company in July 2012, serving as Director – Global Income Tax Compliance from August 2017 to April 2019, Director – International and Property Tax from August 2014 to August 2017 and Director – International Tax from July 2012 to August 2014. Prior to joining the Company, Mr. Kale held various positions in tax at L Brands, Inc. and previously worked in public accounting with PricewaterhouseCoopers LLP. Mr. Kale is a certified public accountant.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

SEC Form 8-K filed by Wendy's Company