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WEN SCHEDULE 13D/A: Acquisition

Filed with the SEC on · accession 0000930413-26-003164

WEN filed a SCHEDULE 13D/A (schedule 13d/a) with the SEC on Oct 28, 2026. Trian Fund Management, together with Flynn Group, BlueFive Capital, and Sixth Street Partners, submitted a non-binding proposal to acquire all outstanding shares of The Wendy's Company not already owned by the Trian Group for $7.35 per share in cash, representing a 20% premium to the prior day's… The stock moved +15.1% by the first close after the filing.

Summary of the filing

Trian Fund Management, together with Flynn Group, BlueFive Capital, and Sixth Street Partners, submitted a non-binding proposal to acquire all outstanding shares of The Wendy's Company not already owned by the Trian Group for $7.35 per share in cash, representing a 20% premium to the prior day's closing price. The Trian Group currently beneficially owns approximately 16.3% of Wendy's common stock.

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Key details

Cash purchase price per share$7
Premium to closing price on October 27, 2026$20
Trian Group beneficial ownership percentage of Wendy's outstanding common stock$16
Fully-diluted common shares outstanding (assumed)$194.0M
Common shares outstanding$190.7M
Outstanding stock options$12.0M
Weighted average exercise price of outstanding stock options$16
Restricted stock units (inclusive of RSUs, RSAs, and PSUs)$3.3M
Target companyThe Wendy's Company
Lead acquirer and existing shareholder (approximately 16.3% beneficial owner)Trian Fund Management, L.P.
Co-acquirerFlynn Group LP
Co-acquirerBlueFive Capital
Co-acquirerSixth Street Partners
Lead financial advisor to the acquirer groupJ.P. Morgan
Co-lead financial advisor to the acquirer groupBofA Securities
Legal advisor to the acquirer groupDebevoise & Plimpton LLP
Chief executive officer & founding partner, trian fund management, l.p.Nelson Peltz
Chairman & chief executive officer, flynn group lpGreg Flynn

How WEN stock reacted

Close before

$6.14

Oct 27, 2026

First close after

+15.15%

$7.07

5 trading days

+18.40%

$7.27

Since filing

+32.74%

$8.15

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Frequently asked questions

What did WEN file with the SEC on Oct 28, 2026?

WEN filed a SCHEDULE 13D/A (Acquisition). Trian Fund Management, together with Flynn Group, BlueFive Capital, and Sixth Street Partners, submitted a non-binding proposal to acquire all outstanding shares of The Wendy's Company not already owned by the Trian Group for $7.35 per share in cash, representing a 20% premium to the prior day's closing price. The Trian Group currently beneficially owns approximately 16.3% of Wendy's common stock.

What does a acquisition mean for WEN stock?

A contract important enough that investors need to know about it — a big customer contract, a loan, a merger agreement or a partnership.

How do I read a SCHEDULE 13D/A?

A report the company filed with the SEC (the US market regulator). Start with the summary, then the key amounts and names. Compare it with the company’s earlier filings.

Why are SEC filings important?

Public companies must tell the SEC about anything that can change their value — results, leadership changes, big deals, new shares, bankruptcy. Filings are the official source, often before the news. A SCHEDULE 13D/A (schedule 13d/a): A report the company filed with the SEC (the US market regulator).

How did WEN stock react to this filing?

WEN closed at $6.14 before the filing and $7.07 on Oct 28, 2026 (+15.15%). Five trading days later: $7.27 (+18.40%).

Other WEN SEC filings

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