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The Wendy's Company 2025-2026 Proxy Voting Records

Compiled from SEC Form N-PX filings and The Wendy's Company’s Form 8-K (Item 5.07 on EDGAR). Page generated 02 October 2026.

  • 17Reported items
  • 394Asset managers
  • 3,903Fund votes
  • 2026-05-20Meeting date

Proxy season: 2023-2024 2024-2025 2025-2026

Explore The Wendy's Company in the interactive database Compare manager voting policies

Official 2025-2026 meeting results reported by The Wendy's Company

These tallies are The Wendy's Company’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.

The Wendy's Company — official shareholder meeting results, meeting held 2026-05-20
Ballot itemForAgainst AbstainWithheldBroker non-votesOutcome
Elect Director: Arthur B. Winkleblack 111,205,9133,204,516590,007 --35,699,261 Majority: yes
Elect Director: Peter W. May 110,514,4523,891,557594,427 --35,699,261 Majority: yes
Elect Director: Wendy C. Arlin 112,250,6012,196,857552,978 --35,699,261 Majority: yes
Elect Director: Michelle Caruso-Cabrera 111,976,9272,492,838530,671 --35,699,261 Majority: yes
Elect Director: Richard H. Gomez 111,776,6622,846,305377,470 --35,699,261 Majority: yes
Elect Director: Michelle J. Mathews-Spradlin 111,679,1822,956,585364,670 --35,699,261 Majority: yes
Elect Director: Bradley G. Peltz 110,990,9183,634,932374,586 --35,699,261 Majority: yes
Elect Director: Peter H. Rothschild 111,103,8843,532,202364,351 --35,699,261 Majority: yes
Proposal 2 The proposal to approve the Amendment to the Company's 2020 Plan to increase the number of shares of common stock available for issuance under the 2020 Plan was approved by the affirmative vote of a majority of the shares of comm 104,652,2769,725,101623,059 --35,699,261 Majority: yes
Proposal 3 The proposal to ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for 2026 was approved by the affirmative vote of a majority of the shares of common stock present (in 148,104,8121,847,183747,702 ---- Majority: yes
Proposal 4 The proposal to approve an advisory resolution to approve executive compensation was approved by the affirmative vote of a majority of the shares of common stock present (in person or by proxy) and entitled to vote. 107,732,6826,462,483805,271 --35,699,261 Majority: yes
Proposal 5 The stockholder proposal regarding a restriction on "blank-check" preferred stock was approved by the affirmative vote of a majority of the shares of common stock present (in person or by proxy) and entitled to vote. 58,561,81955,614,508824,109 --35,699,261 Majority: yes

Source: The Wendy's Company, Form 8-K — read the filing on EDGAR.

How asset managers voted at the The Wendy's Company 2025-2026 meeting

Each item below shows how the 394 asset managers that disclosed a The Wendy's Company vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report. These are reported items, not a count of the ballot: fund filings describe one ballot item in different words. Two descriptions are shown as one item only on evidence — the same text (or one cut short of the other), the same director nominee, or a match to the same row of The Wendy's Company’s own Form 8-K tally — never because they merely read alike. A description that could not be joined that way is listed on its own, so one ballot item can appear more than once.

1. Advisory resolution to approve executive compensation.

SECTION 14A SAY-ON-PAY VOTESMajority of the votes cast: yes

Meeting held 2026-05-20.

Combines 9 wordings of this item as funds reported it.

94% Majority: yes · of votes cast

FOR 94%
FOR: 107,732,682AGAINST: 6,462,483

The Wendy's Company’s own tally for this item (“Proposal 4 The proposal to approve an advisory resolution to approve executive compensation was approved by the affirmative vote of a majority of the shares of common stock present (in person or by proxy) and entitled to”): 107,732,682 for, 6,462,483 against, per its Form 8-K (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 190,480,640 outstanding shares: 57% for, 3% against (60% of the company cast a for/against vote).

The 386 asset managers below cast 97% of the shares they voted on this item FOR (89,049,231 for, 2,578,199 against).

FOR 97%
FOR: 89,049,231 (97.1%)AGAINST: 2,578,199 (2.8%)ABSTAIN: 72,195 (0.1%)NOT VOTED: 400 (0.0%)
Largest asset managers voting on “Advisory resolution to approve executive compensation.” at The Wendy's Company, 2025-2026
Asset managerForAgainst AbstainWithheldVote
BlackRock16,626,354170,865 00For
Vanguard16,174,43330,615 110For
Charles Schwab12,790,0360 00For
WELLS FARGO CLEARING SERVICES, LLC6,629,2500 00For
HARRIS ASSOCIATES L P5,882,2730 00For
State Street4,030,8061,042 00For
HARRIS ASSOCIATES INVESTMENT TRUST3,397,4000 00For
HEALTHCARE OF ONTARIO PENSION PLAN TRUST FUND3,245,0000 00For
PARAMETRIC PORTFOLIO ASSOCIATES LLC1,824,4940 00For
Northern Trust1,558,39614,146 00For
WisdomTree1,248,8070 00For
Fidelity945,7010 00For
HOTCHKIS & WILEY CAPITAL MANAGEMENT LLC887,5950 00For
PRINCIPAL GLOBAL INVESTORS766,3510 00For
BESSEMER INVESTMENT MANAGEMENT LLC759,1080 00For
Connor, Clark & Lunn Investment Management Ltd.721,6810 00For
ARROWSTREET CAPITAL, LIMITED PARTNERSHIP623,36985,847 00For
Janus Henderson642,8760 00For
American Century0599,474 00Against
ALPS ETF Trust547,0040 00For
Advisers Investment Trust529,7000 00For
T. Rowe Price440,1630 00For
GEODE CAPITAL MANAGEMENT, LLC416,3410 00For
Columbia Threadneedle0396,731 00Against
Principal385,2880 00For

Showing the 25 largest of 386 asset managers. See all 386 in the interactive database.

2. Approve an amendment to the Company's 2020 Omnibus Award Plan to increase the number of shares of common stock available for issuance under the plan.

COMPENSATIONMajority of the votes cast: yes

Meeting held 2026-05-20.

Combines 4 wordings of this item as funds reported it.

91% Majority: yes · of votes cast

FOR 91%9%
FOR: 104,652,276AGAINST: 9,725,101

The Wendy's Company’s own tally for this item (“Proposal 2 The proposal to approve the Amendment to the Company's 2020 Plan to increase the number of shares of common stock available for issuance under the 2020 Plan was approved by the affirmative vote of a majority o”): 104,652,276 for, 9,725,101 against, per its Form 8-K (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 190,480,640 outstanding shares: 54.9% for, 5% against (60% of the company cast a for/against vote).

The 78 asset managers below cast 99% of the shares they voted on this item FOR (47,226,323 for, 625,317 against).

FOR 99%
FOR: 47,226,323 (98.6%)AGAINST: 625,317 (1.3%)ABSTAIN: 30,967 (0.1%)NOT VOTED: 22,913 (0.0%)
Largest asset managers voting on “Approve an amendment to the Company's 2020 Omnibus Award Plan to increase the number of shares of common stock” at The Wendy's Company, 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard15,332,95553,236 70For
BlackRock13,993,5800 00For
Charles Schwab6,323,8130 00For
HARRIS ASSOCIATES INVESTMENT TRUST3,397,4000 00For
State Street1,871,6912,223 00For
WisdomTree1,248,8070 00For
Fidelity712,1460 00For
ALPS ETF Trust547,0040 00For
Advisers Investment Trust529,7000 00For
Columbia Threadneedle396,7310 00For
Principal385,2880 00For
OLD WESTBURY FUNDS INC379,5540 00For
Janus Detroit Street Trust321,4380 00For
American Century0299,237 00Against
Jackson National212,6930 00For
Invesco157,9630 00For
Morgan Stanley135,2820 00For
Franklin Templeton120,3840 00For
SEI120,0870 00For
Lincoln Financial114,8980 00For
Equitable73,03914,526 00For
HOTCHKIS & WILEY FUNDS /DE/84,7200 00For
Gabelli084,000 00Against
AllianceBernstein082,440 00Against
TIMOTHY PLAN081,364 00Against

Showing the 25 largest of 78 asset managers. See all 78 in the interactive database.

3. Ratification of the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for 2026.

AUDIT-RELATEDMajority of the votes cast: yes

Meeting held 2026-05-20.

Combines 4 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 148,104,812AGAINST: 1,847,183

The Wendy's Company’s own tally for this item (“Proposal 3 The proposal to ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for 2026 was approved by the affirmative vote of a majority of the shares of commo”): 148,104,812 for, 1,847,183 against, per its Form 8-K (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 190,480,640 outstanding shares: 78% for, 1.0% against (79% of the company cast a for/against vote).

The 76 asset managers below cast 99.7% of the shares they voted on this item FOR (47,701,031 for, 142,331 against).

FOR 99.5%
FOR: 47,701,031 (99.6%)AGAINST: 142,331 (0.3%)ABSTAIN: 30,965 (0.1%)NOT VOTED: 22,913 (0.0%)
Largest asset managers voting on “Ratification of the appointment of Deloitte & Touche LLP as the Company's independent registered public accoun” at The Wendy's Company, 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard15,355,65330,543 50For
BlackRock13,993,5800 00For
Charles Schwab6,323,8130 00For
HARRIS ASSOCIATES INVESTMENT TRUST3,397,4000 00For
State Street1,873,792122 00For
WisdomTree1,248,8070 00For
Fidelity712,1460 00For
ALPS ETF Trust547,0040 00For
Advisers Investment Trust529,7000 00For
Columbia Threadneedle396,7310 00For
Principal385,2880 00For
OLD WESTBURY FUNDS INC379,5540 00For
Janus Detroit Street Trust321,4380 00For
American Century299,2370 00For
Jackson National212,6930 00For
Invesco157,9630 00For
Morgan Stanley135,2820 00For
Franklin Templeton120,3840 00For
SEI120,0870 00For
Lincoln Financial114,8980 00For
Equitable87,5650 00For
HOTCHKIS & WILEY FUNDS /DE/84,7200 00For
Gabelli84,0000 00For
AllianceBernstein82,4400 00For
TIMOTHY PLAN81,3640 00For

Showing the 25 largest of 76 asset managers. See all 76 in the interactive database.

4. Election of Directors: Arthur B. Winkleblack

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2026-05-20.

Combines 4 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 111,205,913AGAINST: 3,204,516

The Wendy's Company’s own tally for this item (“Elect Director: Arthur B. Winkleblack”): 111,205,913 for, 3,204,516 against, per its Form 8-K (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 190,480,640 outstanding shares: 58% for, 2% against (60% of the company cast a for/against vote).

The 74 asset managers below cast 99.4% of the shares they voted on this item FOR (47,554,929 for, 273,446 against).

FOR 99.3%
FOR: 47,554,929 (99.3%)AGAINST: 273,446 (0.6%)ABSTAIN: 30,967 (0.1%)NOT VOTED: 22,913 (0.0%)
Largest asset managers voting on “Election of Directors: Arthur B. Winkleblack” at The Wendy's Company, 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard15,302,51883,674 70For
BlackRock13,993,5800 00For
Charles Schwab6,323,8130 00For
HARRIS ASSOCIATES INVESTMENT TRUST3,397,4000 00For
State Street1,871,8132,101 00For
WisdomTree1,248,8070 00For
Fidelity712,1460 00For
ALPS ETF Trust547,0040 00For
Advisers Investment Trust529,7000 00For
Columbia Threadneedle396,7310 00For
Principal385,2880 00For
OLD WESTBURY FUNDS INC379,5540 00For
Janus Detroit Street Trust321,4380 00For
American Century299,2370 00For
Jackson National212,6930 00For
Invesco157,9630 00For
Morgan Stanley135,2820 00For
Franklin Templeton120,3840 00For
SEI120,0870 00For
Lincoln Financial114,8980 00For
Equitable87,5650 00For
HOTCHKIS & WILEY FUNDS /DE/84,7200 00For
Gabelli84,0000 00For
AllianceBernstein82,4400 00For
TIMOTHY PLAN081,364 00Against

Showing the 25 largest of 74 asset managers. See all 74 in the interactive database.

5. Election of Directors: Bradley G. Peltz

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2026-05-20.

Combines 4 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 110,990,918AGAINST: 3,634,932

The Wendy's Company’s own tally for this item (“Elect Director: Bradley G. Peltz”): 110,990,918 for, 3,634,932 against, per its Form 8-K (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 190,480,640 outstanding shares: 58% for, 2% against (60% of the company cast a for/against vote).

The 74 asset managers below cast 99.9% of the shares they voted on this item FOR (47,828,208 for, 173 against).

FOR 99.8%
FOR: 47,828,208 (99.9%)AGAINST: 173 (0.0%)ABSTAIN: 30,965 (0.1%)NOT VOTED: 22,913 (0.0%)
Largest asset managers voting on “Election of Directors: Bradley G. Peltz” at The Wendy's Company, 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard15,386,14751 50For
BlackRock13,993,5800 00For
Charles Schwab6,323,8130 00For
HARRIS ASSOCIATES INVESTMENT TRUST3,397,4000 00For
State Street1,873,792122 00For
WisdomTree1,248,8070 00For
Fidelity712,1460 00For
ALPS ETF Trust547,0040 00For
Advisers Investment Trust529,7000 00For
Columbia Threadneedle396,7310 00For
Principal385,2880 00For
OLD WESTBURY FUNDS INC379,5540 00For
Janus Detroit Street Trust321,4380 00For
American Century299,2370 00For
Jackson National212,6930 00For
Invesco157,9630 00For
Morgan Stanley135,2820 00For
Franklin Templeton120,3840 00For
SEI120,0870 00For
Lincoln Financial114,8980 00For
Equitable87,5650 00For
HOTCHKIS & WILEY FUNDS /DE/84,7200 00For
Gabelli84,0000 00For
AllianceBernstein82,4400 00For
TIMOTHY PLAN81,3640 00For

Showing the 25 largest of 74 asset managers. See all 74 in the interactive database.

6. Election of Directors: Michelle Caruso-Cabrera

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2026-05-20.

Combines 3 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 111,976,927AGAINST: 2,492,838

The Wendy's Company’s own tally for this item (“Elect Director: Michelle Caruso-Cabrera”): 111,976,927 for, 2,492,838 against, per its Form 8-K (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 190,480,640 outstanding shares: 59% for, 1% against (60% of the company cast a for/against vote).

The 74 asset managers below cast 99.9% of the shares they voted on this item FOR (47,828,344 for, 34 against).

FOR 99.8%
FOR: 47,828,344 (99.9%)AGAINST: 34 (0.0%)ABSTAIN: 30,967 (0.1%)NOT VOTED: 22,913 (0.0%)
Largest asset managers voting on “Election of Directors: Michelle Caruso-Cabrera” at The Wendy's Company, 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard15,386,16134 70For
BlackRock13,993,5800 00For
Charles Schwab6,323,8130 00For
HARRIS ASSOCIATES INVESTMENT TRUST3,397,4000 00For
State Street1,873,9140 00For
WisdomTree1,248,8070 00For
Fidelity712,1460 00For
ALPS ETF Trust547,0040 00For
Advisers Investment Trust529,7000 00For
Columbia Threadneedle396,7310 00For
Principal385,2880 00For
OLD WESTBURY FUNDS INC379,5540 00For
Janus Detroit Street Trust321,4380 00For
American Century299,2370 00For
Jackson National212,6930 00For
Invesco157,9630 00For
Morgan Stanley135,2820 00For
Franklin Templeton120,3840 00For
SEI120,0870 00For
Lincoln Financial114,8980 00For
Equitable87,5650 00For
HOTCHKIS & WILEY FUNDS /DE/84,7200 00For
Gabelli84,0000 00For
AllianceBernstein82,4400 00For
TIMOTHY PLAN81,3640 00For

Showing the 25 largest of 74 asset managers. See all 74 in the interactive database.

7. Election of Directors: Michelle J. Mathews-Spradlin

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2026-05-20.

Combines 5 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 111,679,182AGAINST: 2,956,585

The Wendy's Company’s own tally for this item (“Elect Director: Michelle J. Mathews-Spradlin”): 111,679,182 for, 2,956,585 against, per its Form 8-K (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 190,480,640 outstanding shares: 59% for, 2% against (60% of the company cast a for/against vote).

The 74 asset managers below cast 99.9% of the shares they voted on this item FOR (47,827,369 for, 1,012 against).

FOR 99.8%
FOR: 47,827,369 (99.9%)AGAINST: 1,012 (0.0%)ABSTAIN: 30,965 (0.1%)NOT VOTED: 22,913 (0.0%)
Largest asset managers voting on “Election of Directors: Michelle J. Mathews-Spradlin” at The Wendy's Company, 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard15,386,15840 50For
BlackRock13,993,5800 00For
Charles Schwab6,323,8130 00For
HARRIS ASSOCIATES INVESTMENT TRUST3,397,4000 00For
State Street1,873,792122 00For
WisdomTree1,248,8070 00For
Fidelity712,1460 00For
ALPS ETF Trust547,0040 00For
Advisers Investment Trust529,7000 00For
Columbia Threadneedle396,7310 00For
Principal385,2880 00For
OLD WESTBURY FUNDS INC379,5540 00For
Janus Detroit Street Trust321,4380 00For
American Century299,2370 00For
Jackson National212,6930 00For
Invesco157,9630 00For
Morgan Stanley135,2820 00For
Franklin Templeton120,3840 00For
SEI120,0870 00For
Lincoln Financial114,8980 00For
Equitable87,5650 00For
HOTCHKIS & WILEY FUNDS /DE/84,7200 00For
Gabelli84,0000 00For
AllianceBernstein82,4400 00For
TIMOTHY PLAN81,3640 00For

Showing the 25 largest of 74 asset managers. See all 74 in the interactive database.

8. Election of Directors: Peter H. Rothschild

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2026-05-20.

Combines 4 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 111,103,884AGAINST: 3,532,202

The Wendy's Company’s own tally for this item (“Elect Director: Peter H. Rothschild”): 111,103,884 for, 3,532,202 against, per its Form 8-K (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 190,480,640 outstanding shares: 58% for, 2% against (60% of the company cast a for/against vote).

The 74 asset managers below cast 99.9% of the shares they voted on this item FOR (47,827,361 for, 1,019 against).

FOR 99.8%
FOR: 47,827,361 (99.9%)AGAINST: 1,019 (0.0%)ABSTAIN: 30,965 (0.1%)NOT VOTED: 22,913 (0.0%)
Largest asset managers voting on “Election of Directors: Peter H. Rothschild” at The Wendy's Company, 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard15,386,15047 50For
BlackRock13,993,5800 00For
Charles Schwab6,323,8130 00For
HARRIS ASSOCIATES INVESTMENT TRUST3,397,4000 00For
State Street1,873,792122 00For
WisdomTree1,248,8070 00For
Fidelity712,1460 00For
ALPS ETF Trust547,0040 00For
Advisers Investment Trust529,7000 00For
Columbia Threadneedle396,7310 00For
Principal385,2880 00For
OLD WESTBURY FUNDS INC379,5540 00For
Janus Detroit Street Trust321,4380 00For
American Century299,2370 00For
Jackson National212,6930 00For
Invesco157,9630 00For
Morgan Stanley135,2820 00For
Franklin Templeton120,3840 00For
SEI120,0870 00For
Lincoln Financial114,8980 00For
Equitable87,5650 00For
HOTCHKIS & WILEY FUNDS /DE/84,7200 00For
Gabelli84,0000 00For
AllianceBernstein82,4400 00For
TIMOTHY PLAN81,3640 00For

Showing the 25 largest of 74 asset managers. See all 74 in the interactive database.

9. Election of Directors: Peter W. May

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2026-05-20.

Combines 4 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 110,514,452AGAINST: 3,891,557

The Wendy's Company’s own tally for this item (“Elect Director: Peter W. May”): 110,514,452 for, 3,891,557 against, per its Form 8-K (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 190,480,640 outstanding shares: 58% for, 2% against (60% of the company cast a for/against vote).

The 74 asset managers below cast 99.9% of the shares they voted on this item FOR (47,827,351 for, 1,024 against).

FOR 99.8%
FOR: 47,827,351 (99.9%)AGAINST: 1,024 (0.0%)ABSTAIN: 30,967 (0.1%)NOT VOTED: 22,913 (0.0%)
Largest asset managers voting on “Election of Directors: Peter W. May” at The Wendy's Company, 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard15,386,14052 70For
BlackRock13,993,5800 00For
Charles Schwab6,323,8130 00For
HARRIS ASSOCIATES INVESTMENT TRUST3,397,4000 00For
State Street1,873,792122 00For
WisdomTree1,248,8070 00For
Fidelity712,1460 00For
ALPS ETF Trust547,0040 00For
Advisers Investment Trust529,7000 00For
Columbia Threadneedle396,7310 00For
Principal385,2880 00For
OLD WESTBURY FUNDS INC379,5540 00For
Janus Detroit Street Trust321,4380 00For
American Century299,2370 00For
Jackson National212,6930 00For
Invesco157,9630 00For
Morgan Stanley135,2820 00For
Franklin Templeton120,3840 00For
SEI120,0870 00For
Lincoln Financial114,8980 00For
Equitable87,5650 00For
HOTCHKIS & WILEY FUNDS /DE/84,7200 00For
Gabelli84,0000 00For
AllianceBernstein82,4400 00For
TIMOTHY PLAN81,3640 00For

Showing the 25 largest of 74 asset managers. See all 74 in the interactive database.

10. Election of Directors: Richard H. Gomez

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2026-05-20.

Combines 4 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 111,776,662AGAINST: 2,846,305

The Wendy's Company’s own tally for this item (“Elect Director: Richard H. Gomez”): 111,776,662 for, 2,846,305 against, per its Form 8-K (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 190,480,640 outstanding shares: 59% for, 1% against (60% of the company cast a for/against vote).

The 74 asset managers below cast 99.7% of the shares they voted on this item FOR (47,690,891 for, 137,489 against).

FOR 99.6%
FOR: 47,690,891 (99.6%)AGAINST: 137,489 (0.3%)ABSTAIN: 30,965 (0.1%)NOT VOTED: 22,913 (0.0%)
Largest asset managers voting on “Election of Directors: Richard H. Gomez” at The Wendy's Company, 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard15,333,05453,143 50For
BlackRock13,993,5800 00For
Charles Schwab6,323,8130 00For
HARRIS ASSOCIATES INVESTMENT TRUST3,397,4000 00For
State Street1,871,8132,101 00For
WisdomTree1,248,8070 00For
Fidelity712,1460 00For
ALPS ETF Trust547,0040 00For
Advisers Investment Trust529,7000 00For
Columbia Threadneedle396,7310 00For
Principal385,2880 00For
OLD WESTBURY FUNDS INC379,5540 00For
Janus Detroit Street Trust321,4380 00For
American Century299,2370 00For
Jackson National212,6930 00For
Invesco157,9630 00For
Morgan Stanley135,2820 00For
Franklin Templeton120,3840 00For
SEI120,0870 00For
Lincoln Financial114,8980 00For
Equitable87,5650 00For
HOTCHKIS & WILEY FUNDS /DE/84,7200 00For
Gabelli84,0000 00For
AllianceBernstein82,4400 00For
TIMOTHY PLAN081,364 00Against

Showing the 25 largest of 74 asset managers. See all 74 in the interactive database.

11. Election of Directors: Wendy C. Arlin

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2026-05-20.

Combines 4 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 112,250,601AGAINST: 2,196,857

The Wendy's Company’s own tally for this item (“Elect Director: Wendy C. Arlin”): 112,250,601 for, 2,196,857 against, per its Form 8-K (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 190,480,640 outstanding shares: 59% for, 1% against (60% of the company cast a for/against vote).

The 74 asset managers below cast 99.9% of the shares they voted on this item FOR (47,828,349 for, 29 against).

FOR 99.8%
FOR: 47,828,349 (99.9%)AGAINST: 29 (0.0%)ABSTAIN: 30,967 (0.1%)NOT VOTED: 22,913 (0.0%)
Largest asset managers voting on “Election of Directors: Wendy C. Arlin” at The Wendy's Company, 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard15,386,16629 70For
BlackRock13,993,5800 00For
Charles Schwab6,323,8130 00For
HARRIS ASSOCIATES INVESTMENT TRUST3,397,4000 00For
State Street1,873,9140 00For
WisdomTree1,248,8070 00For
Fidelity712,1460 00For
ALPS ETF Trust547,0040 00For
Advisers Investment Trust529,7000 00For
Columbia Threadneedle396,7310 00For
Principal385,2880 00For
OLD WESTBURY FUNDS INC379,5540 00For
Janus Detroit Street Trust321,4380 00For
American Century299,2370 00For
Jackson National212,6930 00For
Invesco157,9630 00For
Morgan Stanley135,2820 00For
Franklin Templeton120,3840 00For
SEI120,0870 00For
Lincoln Financial114,8980 00For
Equitable87,5650 00For
HOTCHKIS & WILEY FUNDS /DE/84,7200 00For
Gabelli84,0000 00For
AllianceBernstein82,4400 00For
TIMOTHY PLAN81,3640 00For

Showing the 25 largest of 74 asset managers. See all 74 in the interactive database.

12. Stockholder proposal regarding a restriction on "blank-check" preferred stock, if properly presented at the Annual Meeting.

OTHER SOCIAL ISSUESMajority of the votes cast: yes

Meeting held 2026-05-20.

Combines 5 wordings of this item as funds reported it.

51.3% Majority: yes · of votes cast

FOR 51.3%AGAINST 48.7%
FOR: 58,561,819AGAINST: 55,614,508

The Wendy's Company’s own tally for this item (“Proposal 5 The stockholder proposal regarding a restriction on "blank-check" preferred stock was approved by the affirmative vote of a majority of the shares of common stock present (in person or by proxy) and entitled t”): 58,561,819 for, 55,614,508 against, per its Form 8-K (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 190,480,640 outstanding shares: 31% for, 29% against (60% of the company cast a for/against vote).

The 74 asset managers below cast 53.7% of the shares they voted on this item FOR (25,700,306 for, 22,128,063 against).

FOR 53.7%AGAINST 46.2%
FOR: 25,700,306 (53.7%)AGAINST: 22,128,063 (46.2%)ABSTAIN: 30,971 (0.1%)NOT VOTED: 22,913 (0.0%)
Largest asset managers voting on “Stockholder proposal regarding a restriction on "blank-check" preferred stock, if properly presented at the An” at The Wendy's Company, 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard8,904,6246,481,562 110For
BlackRock154,22713,839,353 00Against
Charles Schwab6,323,8130 00For
HARRIS ASSOCIATES INVESTMENT TRUST3,397,4000 00For
State Street1,871,6642,250 00For
WisdomTree01,248,807 00Against
Fidelity580,332131,814 00For
ALPS ETF Trust547,0040 00For
Advisers Investment Trust529,7000 00For
Columbia Threadneedle396,7310 00For
Principal385,2880 00For
OLD WESTBURY FUNDS INC379,5540 00For
Janus Detroit Street Trust321,4380 00For
American Century299,2370 00For
Jackson National40,285172,408 00Against
Invesco157,9630 00For
Morgan Stanley135,2820 00For
Franklin Templeton120,3840 00For
SEI120,0870 00For
Lincoln Financial94,14920,749 00For
Equitable79,8847,681 00For
HOTCHKIS & WILEY FUNDS /DE/84,7200 00For
Gabelli84,0000 00For
AllianceBernstein82,4400 00For
TIMOTHY PLAN81,3640 00For

Showing the 25 largest of 74 asset managers. See all 74 in the interactive database.

13. Advisory Vote to Ratify Named Executive Officers' Compensation

SECTION 14A SAY-ON-PAY VOTESMajority of the votes cast: yes

Meeting held 2026-05-20.

94% Majority: yes · of votes cast

FOR 94%
FOR: 107,732,682AGAINST: 6,462,483

The Wendy's Company’s own tally for this item (“Proposal 4 The proposal to approve an advisory resolution to approve executive compensation was approved by the affirmative vote of a majority of the shares of common stock present (in person or by proxy) and entitled to”): 107,732,682 for, 6,462,483 against, per its Form 8-K (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 190,480,640 outstanding shares: 57% for, 3% against (60% of the company cast a for/against vote).

The 4 asset managers below cast 100% of the shares they voted on this item FOR (48,705 for, 0 against).

FOR 68%NOT VOTED 32%
FOR: 48,705 (68.0%)NOT VOTED: 22,913 (32.0%)
Largest asset managers voting on “Advisory Vote to Ratify Named Executive Officers' Compensation” at The Wendy's Company, 2025-2026
Asset managerForAgainst AbstainWithheldVote
TD Waterhouse Canada Inc.44,1730 00For
Empower1,0320 00Not Voted
CLEARWATER INVESTMENT TRUST3,3000 00For
WHITENER CAPITAL MANAGEMENT, INC.2000 00For

14. Advisory resolution to approve executive compensation.

SECTION 14A SAY-ON-PAY VOTES

Reported under meeting date 2026-03-23; no official results on file for that date.

100% fund support · no official result

FOR 100%

The 2 asset managers below cast 100% of the shares they voted on this item FOR (128,473 for, 0 against).

FOR: 128,473 (100.0%)
Largest asset managers voting on “Advisory resolution to approve executive compensation.” at The Wendy's Company, 2025-2026
Asset managerForAgainst AbstainWithheldVote
Soviero Asset Management, LP111,7660 00For
Robertson Stephens Wealth Management, LLC16,7070 00For

15. Election of Directors (Majority Voting)

DIRECTOR ELECTIONS

Meeting held 2026-05-20.

All nominees (reported as one line). These filers reported the election of directors as a single line covering every nominee. It is not attributed to any one director, and no share total is shown for it.

100% fund support · no official result

FOR 100%

The 2 asset managers below cast 100% of the shares they voted on this item FOR.

FOR: 100.0%
Largest asset managers voting on “Election of Directors (Majority Voting)” at The Wendy's Company, 2025-2026
Asset managerForAgainst AbstainWithheldVote
ESL Trust Services, LLC14,8660 00For
Williamson Legacy Group, LLC1170 00For

16. S/H Proposal - Corporate Governance

CORPORATE GOVERNANCE

Meeting held 2026-05-20.

0.8% fund support · no official result

AGAINST 99.2%

The 2 asset managers below cast 0.8% of the shares they voted on this item FOR (117 for, 14,866 against).

FOR: 117 (0.8%)AGAINST: 14,866 (99.2%)
Largest asset managers voting on “S/H Proposal - Corporate Governance” at The Wendy's Company, 2025-2026
Asset managerForAgainst AbstainWithheldVote
ESL Trust Services, LLC014,866 00Against
Williamson Legacy Group, LLC1170 00For

17. Advisory resolution to approve executive compensation.

SECTION 14A SAY-ON-PAY VOTESMajority of the votes cast: yes

Meeting held 2025-05-21 (outside the 2025-2026 season's 1 July to 30 June window; reported in this season's filings).

98% Majority: yes · of votes cast

FOR 98%
FOR: 144,037,450AGAINST: 3,421,617

The Wendy's Company’s own tally for this item (“3 Proposal 3 The proposal to approve an advisory resolution to approve executive compensation was approved by the affirmative vote of a majority of the shares of common stock present (in person or by proxy) and entitled ”): 144,037,450 for, 3,421,617 against, per its Form 8-K (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 190,480,640 outstanding shares: 76% for, 2% against (77% of the company cast a for/against vote).

The 2 asset managers below cast 100% of the shares they voted on this item FOR (2,953 for, 0 against).

FOR 100%
FOR: 2,953 (100.0%)
Largest asset managers voting on “Advisory resolution to approve executive compensation.” at The Wendy's Company, 2025-2026
Asset managerForAgainst AbstainWithheldVote
Philip James Wealth Mangement, LLC1,7200 00For
FIRST UNITED BANK & TRUST1,2330 00For

Largest The Wendy's Company shareholders voting in 2025-2026

Ranked by the number of The Wendy's Company shares each manager voted on the most widely held ballot item of the 2025-2026 meeting, shown as a share of the 190,480,640 shares outstanding at the time of that meeting.

Top The Wendy's Company shareholders by shares voted, 2025-2026
#Asset manager % of shares outstanding
1BlackRock 8.82%
2Vanguard 8.51%
3Charles Schwab 6.71%
4WELLS FARGO CLEARING SERVICES, LLC 3.48%
5HARRIS ASSOCIATES L P 3.09%
6State Street 2.12%
7HARRIS ASSOCIATES INVESTMENT TRUST 1.78%
8HEALTHCARE OF ONTARIO PENSION PLAN TRUST FUND 1.70%
9PARAMETRIC PORTFOLIO ASSOCIATES LLC 0.96%
10Northern Trust 0.83%

Reported The Wendy's Company ownership

Positions disclosed to the SEC on Schedules 13D and 13G, Form 13F and the company’s own proxy statement (DEF 14A).

The Wendy's Company beneficial owners on record for the 2025-2026 proxy season
Holder % outstanding Disclosure
Nelson Peltz 16.23% 13D
BlackRock 11.41% 13F
Vanguard Group 9.00% 13F
Morgan Stanley 3.44% 13F
Charles Schwab 3.41% 13F
HARRIS ASSOCIATES L P 3.11% 13G
State Street 2.87% 13F
Two Sigma 2.04% 13F
Dimensional Fund Advisors 1.83% 13F
Millennium Management 1.79% 13F

Percentages above are of 190,480,640 shares outstanding, as reported by The Wendy's Company on its Form 10-Q dated 2026-05-01 (see the filing on EDGAR). This is the count contemporaneous with the 2025-2026 meeting, so the percentages are the ones that were true then, not ones restated against today’s share count.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered investment companies and institutional managers disclose how they voted every proxy, and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from The Wendy's Company’s 10-Q dated 2026-05-01. This page is a static snapshot rebuilt weekly on 02 October 2026; a live search always shows the current data.

At The Wendy's Company's shareholder meeting held 2026-05-20, in the 2025-2026 proxy season, 394 asset managers reported how they voted in their SEC Form N-PX filings, covering 3,903 separate fund positions. Their filings are grouped here into 17 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. On the most widely held item on that ballot — Advisory resolution to approve executive compensation. — FOR was 94% of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side), which is more than half. Whether the item was approved is for the filing to say; that statement has not been read for this item. Source: The Wendy's Company's Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission (filing date not recorded for this item).

The Wendy's Company proxy season coverage: 2023-2024 · 2024-2025 · 2025-2026 (this page).