Wendy's litigation history

The franchisor

Concluded (4)

• Thomas Caracci, derivatively and on behalf of The Wendy’s Company v. Emil J. Brolick, Todd A. Penegor, Nelson Peltz, Peter W. May, Peter H. Rothschild, Joseph A. Levato, Janet Hill, Michelle J. Matthews- Spradlin, Dennis M. Kass, Matthew H. Peltz, Edward P. Garden, David E. Schwab II, Randolph Lewis

  dismissed

  Third-party plaintiff · filed 2017 · U.S. District Court, Southern District of Ohio · 1:17-cv-00192

  “Case No.: 1:17-cv-00192. Plaintiff, owner of shares of Wendy’s Co. common stock and on behalf of Wendy’s Co., filed a putative shareholder derivative complaint. The Complaint asserted claims of breach of fiduciary duty and violations of Section 14(a) and Rule 14a-9 of the Securities Exchange Act of 1934 arising out of the credit card incidents”Page 14 of the 2026 FDD, Item 3

  Outcome:“On June 12, 2017, the Court granted a Joint Motion to Consolidate this matter with the Graham lawsuit, directing all future pleadings to be filed in the Graham action. Thus, the Court administratively dismissed this action. This matter is now closed.”

• First Choice Federal Credit Union, on behalf of itself and all others similarly situated v. Wendy’s Co., Wendy’s LLC, and WIL

  settled

  Third-party plaintiff · filed 2016-04-25 · U.S. District Court for the Western District of Pennsylvania · 2:16-CV-00506-MBF-MPK

  “Case No. 2:16-CV-00506-MBF-MPK, U.S. District Court for the Western District of Pennsylvania (“Court”). The Defendants were named in a civil complaint that was filed on April 25, 2016 by plaintiff First Choice Federal Credit Union. The complaint asserted claims of common law negligence, negligence per se due to the alleged violation of Section 5 of the Federal Trade Commission Act”Page 13 of the 2026 FDD, Item 3

  Outcome:“On February 13, 2019, the parties reached an agreement to settle the matter, which was subsequently approved by the Court on November 6, 2019.” (page 14)

• James Graham, derivatively on behalf of nominal defendant, The Wendy’s Company v. Nelson Peltz, Peter W. May, Emil J. Brolick, Clive Chajet, Edward P. Garden, Janet Hill, Joseph A. Levato, J. Randolph Lewis, Peter H. Rothschild, David E. Schwab II, Ronald C. Smith, Raymond S. Troubh, Jack G. Wasserm

  settled

  Third-party plaintiff · filed 2016-12-19 · U.S. District Court for the Southern District of Ohio · 1:16-cv-1153

  “Case No. 1:16-cv-1153, U.S. District Court for the Southern District of Ohio. On December 19, 2016, Plaintiff, owner of shares of Wendy’s common stock and on behalf of Wendy’s, filed a putative shareholder derivative complaint. Wendy’s Co. was also named as a nominal Defendant. The Complaint asserts claims of breach of fiduciary duty, waste of corporate assets, unjust enrichment”Page 13 of the 2026 FDD, Item 3

  Outcome:“An Order granting final approval of settlement was issued on September 15, 2021, with final Judgment entered on September 24, 2021.”

• Jonathan Torres, Individually and on behalf of all others similarly situated v. Wendy’s International, LLC

  settled

  Third-party plaintiff · filed 2016-02-08 · U.S. District Court, for the Middle District of Florida · 6:16-cv-210-Orl-18DAB

  “6:16-cv-210-Orl-18DAB, U.S. District Court, for the Middle District of Florida. On February 8, 2016, WIL was named as a defendant in a civil complaint that was filed by plaintiff Jonathan Torres, on behalf of himself and similarly situated customers. The complaint asserted claims of breach of implied contract, negligence and violations of the Florida Unfair and Deceptive Trade Practices Act”Page 14 of the 2026 FDD, Item 3

  Outcome:“On February 26, 2019, the Court approved the settlement of this case. The settlement agreement included a $3.4 million cap (claims made structure), including attorneys’ fees, costs and expenses, and”

Parent, affiliates and predecessor

Concluded (2)

• In the Matter of Wendy’s International, LLC

  concluded

  Government or regulatory action · Wendy’s International, LLC (WIL) · filed 2018 · State of Washington Department of Financial Institutions-Securities Division · Order No. S-17-2358-18-CO01

  “In the Matter of Wendy’s International, LLC (Order No. S-17-2358-18-CO01), State of Washington Department of Financial Institutions-Securities Division (“Securities Division”), entered March 26, 2018. The Securities Division asserted that WIL violated the Washington Franchise Investment Protection Act”Page 15 of the 2026 FDD, Item 3

  Outcome:“Pursuant to the Consent Order, WIL agreed not to violate Section RCW 19.100.140 of the Washington Act (the broker registration requirement) and it agreed to pay $2,400 to the Securities Division for its investigative costs.”

• Juan Endara, on behalf of himself and all others similarly situated v. Automatic Data Processing, Inc.; First Data Corporation; Meta Financial Group, Inc.®; Metabank™; Wendy’s Co.; Wendy’s LLC; WIL; Wendy’s of N.E. Florida (the Wendy’s entities are hereinafter collectively the “Wendy’s Defendants”),

  settled

  Third-party plaintiff · WIL, with Wendy’s Co., Wendy’s LLC and Wendy’s of N.E. Florida (the Wendy’s Defendants) · filed 2016-07-01 · U.S. District Court for the Middle District of Florida · 6:16-cv-1032-ORL-40DAB

  “Case No. 6:16-cv-1032-ORL-40DAB, U.S. District Court for the Middle District of Florida. On July 1, 2016, plaintiff, a former non-exempt crew member who had worked at a Wendy’s restaurant in Orlando, Florida, on behalf of himself and all others similarly situated, filed a complaint alleging that the Defendants were negligent and unjustly enriched”Page 15 of the 2026 FDD, Item 3

  Outcome:“On November 29, 2016, the parties agreed to a mediation settlement proposal. In settlement of the dispute, Wendy’s Co., Wendy’s LLC, and WIL contributed $12,000 toward the $36,000 settlement amount. The matter has been dismissed by the Court with prejudice.”