Material Event (Form 8-K)

On November 12, 2025, certain subsidiaries of The Wendy's Company (the "Company") commenced marketing of a financing transaction for an offering of a new series of securitized notes under such subsidiaries' existing securitized financing facility.

The Company's subsidiaries intend to issue a combined aggregate principal amount of $400 million of new fixed rate senior secured notes (the "Series 2025-1 Class A-2Notes") and plan to use the net proceeds from the sale of the Series 2025-1 Class A-2Notes for the repayment of the Company's outstanding Series 2019-13.783% Fixed Rate Senior Secured Notes, Class A-2-I,repayment of the Company's 7.00% Debentures due December 15, 2025, payment of transaction fees and expenses and for general corporate purposes, which may include funding for growth initiatives, return of capital to shareholders, and additional repayment of existing indebtedness.

The consummation of the offering is subject to market and other conditions. There can be no assurance regarding the timing of the financing transaction or that the Company's subsidiaries will be able to complete the financing transaction on the terms described or at all.

This Current Report does not constitute an offer to sell or the solicitation of an offer to buy the Series 2025-1 Class A-2Notes or any other security. The Series 2025-1 Class A-2Notes have not been, and will not be, registered under the Securities Act of 1933, as amended (the "Securities Act"), or any state securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws.