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Compiled from SEC Form N-PX filings and The Wendy's Company’s Form 8-K, filed May 22, 2026 (Item 5.07 on EDGAR). Page generated October 14, 2026.
Meeting of May 20, 2026: 12 items on The Wendy's Company’s Form 8-K, filed May 22, 2026: 4 approved · 8 without a stated outcome.
Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided
Explore The Wendy's Company in the interactive database Compare manager voting policies
These tallies are The Wendy's Company’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 22, 2026 (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.
| Ballot item | For | Against | Abstain | Withheld | Broker non-votes | Support (of votes cast) | Reported outcome | Voting standard |
|---|---|---|---|---|---|---|---|---|
| Elect Director: Arthur B. Winkleblack | 111,205,913 | 3,204,516 | 590,007 | -- | 35,699,261 | 97% | Not verified | — |
| Elect Director: Peter W. May | 110,514,452 | 3,891,557 | 594,427 | -- | 35,699,261 | 97% | Not verified | — |
| Elect Director: Wendy C. Arlin | 112,250,601 | 2,196,857 | 552,978 | -- | 35,699,261 | 98% | Not verified | — |
| Elect Director: Michelle Caruso-Cabrera | 111,976,927 | 2,492,838 | 530,671 | -- | 35,699,261 | 98% | Not verified | — |
| Elect Director: Richard H. Gomez | 111,776,662 | 2,846,305 | 377,470 | -- | 35,699,261 | 98% | Not verified | — |
| Elect Director: Michelle J. Mathews-Spradlin | 111,679,182 | 2,956,585 | 364,670 | -- | 35,699,261 | 97% | Not verified | — |
| Elect Director: Bradley G. Peltz | 110,990,918 | 3,634,932 | 374,586 | -- | 35,699,261 | 97% | Not verified | — |
| Elect Director: Peter H. Rothschild | 111,103,884 | 3,532,202 | 364,351 | -- | 35,699,261 | 97% | Not verified | — |
| 2. 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 | 104,652,276 | 9,725,101 | 623,059 | -- | 35,699,261 | 91% | Approved | a majority of the shares present or represented |
| 3. Proposal to ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for 2026 | 148,104,812 | 1,847,183 | 747,702 | -- | -- | 99% | Approved | a majority of the shares present or represented |
| 4. Proposal to approve an advisory resolution to approve executive compensation | 107,732,682 | 6,462,483 | 805,271 | -- | 35,699,261 | 94% | Approved | a majority of the shares present or represented |
| 5. Stockholder proposal regarding a restriction on "blank-check" preferred stock | 58,561,819 | 55,614,508 | 824,109 | -- | 35,699,261 | 51.3% | Approved | a majority of the shares present or represented |
Source: The Wendy's Company, Form 8-K, filed with the SEC on May 22, 2026 — read the filing on EDGAR.
Each item below shows how the 389 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.
Combines 4 wordings of this item as funds reported it.
97% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Arthur B. Winkleblack
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 filed May 22, 2026 (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.
Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 74 asset managers below reported 47,554,929 for, 273,446 against, 30,967 abstained, 22,913 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 15,302,518 | 83,674 | 7 | 0 | For |
| BlackRock | 13,993,580 | 0 | 0 | 0 | For |
| Charles Schwab | 6,323,813 | 0 | 0 | 0 | For |
| HARRIS ASSOCIATES INVESTMENT TRUST | 3,397,400 | 0 | 0 | 0 | For |
| State Street | 1,871,813 | 2,101 | 0 | 0 | For |
| WisdomTree | 1,248,807 | 0 | 0 | 0 | For |
| Fidelity | 712,146 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 547,004 | 0 | 0 | 0 | For |
| Advisers Investment Trust | 529,700 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 396,731 | 0 | 0 | 0 | For |
| Principal | 385,288 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 379,554 | 0 | 0 | 0 | For |
| Janus Detroit Street Trust | 321,438 | 0 | 0 | 0 | For |
| American Century | 299,237 | 0 | 0 | 0 | For |
| Jackson National | 212,693 | 0 | 0 | 0 | For |
| Invesco | 157,963 | 0 | 0 | 0 | For |
| Morgan Stanley | 135,282 | 0 | 0 | 0 | For |
| Franklin Templeton | 120,384 | 0 | 0 | 0 | For |
| SEI | 120,087 | 0 | 0 | 0 | For |
| Lincoln Financial | 114,898 | 0 | 0 | 0 | For |
| Equitable | 87,565 | 0 | 0 | 0 | For |
| HOTCHKIS & WILEY FUNDS /DE/ | 84,720 | 0 | 0 | 0 | For |
| Gabelli | 84,000 | 0 | 0 | 0 | For |
| AllianceBernstein | 82,440 | 0 | 0 | 0 | For |
| TIMOTHY PLAN | 0 | 81,364 | 0 | 0 | Against |
Showing the 25 largest of 74 asset managers. See all 74 in the interactive database.
Combines 4 wordings of this item as funds reported it.
97% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Bradley G. Peltz
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 filed May 22, 2026 (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.
Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 74 asset managers below reported 47,828,208 for, 173 against, 30,965 abstained, 22,913 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 15,386,147 | 51 | 5 | 0 | For |
| BlackRock | 13,993,580 | 0 | 0 | 0 | For |
| Charles Schwab | 6,323,813 | 0 | 0 | 0 | For |
| HARRIS ASSOCIATES INVESTMENT TRUST | 3,397,400 | 0 | 0 | 0 | For |
| State Street | 1,873,792 | 122 | 0 | 0 | For |
| WisdomTree | 1,248,807 | 0 | 0 | 0 | For |
| Fidelity | 712,146 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 547,004 | 0 | 0 | 0 | For |
| Advisers Investment Trust | 529,700 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 396,731 | 0 | 0 | 0 | For |
| Principal | 385,288 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 379,554 | 0 | 0 | 0 | For |
| Janus Detroit Street Trust | 321,438 | 0 | 0 | 0 | For |
| American Century | 299,237 | 0 | 0 | 0 | For |
| Jackson National | 212,693 | 0 | 0 | 0 | For |
| Invesco | 157,963 | 0 | 0 | 0 | For |
| Morgan Stanley | 135,282 | 0 | 0 | 0 | For |
| Franklin Templeton | 120,384 | 0 | 0 | 0 | For |
| SEI | 120,087 | 0 | 0 | 0 | For |
| Lincoln Financial | 114,898 | 0 | 0 | 0 | For |
| Equitable | 87,565 | 0 | 0 | 0 | For |
| HOTCHKIS & WILEY FUNDS /DE/ | 84,720 | 0 | 0 | 0 | For |
| Gabelli | 84,000 | 0 | 0 | 0 | For |
| AllianceBernstein | 82,440 | 0 | 0 | 0 | For |
| TIMOTHY PLAN | 81,364 | 0 | 0 | 0 | For |
Showing the 25 largest of 74 asset managers. See all 74 in the interactive database.
Combines 3 wordings of this item as funds reported it.
98% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Michelle Caruso-Cabrera
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 filed May 22, 2026 (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.
Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 74 asset managers below reported 47,828,344 for, 34 against, 30,967 abstained, 22,913 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 15,386,161 | 34 | 7 | 0 | For |
| BlackRock | 13,993,580 | 0 | 0 | 0 | For |
| Charles Schwab | 6,323,813 | 0 | 0 | 0 | For |
| HARRIS ASSOCIATES INVESTMENT TRUST | 3,397,400 | 0 | 0 | 0 | For |
| State Street | 1,873,914 | 0 | 0 | 0 | For |
| WisdomTree | 1,248,807 | 0 | 0 | 0 | For |
| Fidelity | 712,146 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 547,004 | 0 | 0 | 0 | For |
| Advisers Investment Trust | 529,700 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 396,731 | 0 | 0 | 0 | For |
| Principal | 385,288 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 379,554 | 0 | 0 | 0 | For |
| Janus Detroit Street Trust | 321,438 | 0 | 0 | 0 | For |
| American Century | 299,237 | 0 | 0 | 0 | For |
| Jackson National | 212,693 | 0 | 0 | 0 | For |
| Invesco | 157,963 | 0 | 0 | 0 | For |
| Morgan Stanley | 135,282 | 0 | 0 | 0 | For |
| Franklin Templeton | 120,384 | 0 | 0 | 0 | For |
| SEI | 120,087 | 0 | 0 | 0 | For |
| Lincoln Financial | 114,898 | 0 | 0 | 0 | For |
| Equitable | 87,565 | 0 | 0 | 0 | For |
| HOTCHKIS & WILEY FUNDS /DE/ | 84,720 | 0 | 0 | 0 | For |
| Gabelli | 84,000 | 0 | 0 | 0 | For |
| AllianceBernstein | 82,440 | 0 | 0 | 0 | For |
| TIMOTHY PLAN | 81,364 | 0 | 0 | 0 | For |
Showing the 25 largest of 74 asset managers. See all 74 in the interactive database.
Combines 5 wordings of this item as funds reported it.
97% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Michelle J. Mathews-Spradlin
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 filed May 22, 2026 (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.
Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 74 asset managers below reported 47,827,369 for, 1,012 against, 30,965 abstained, 22,913 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 15,386,158 | 40 | 5 | 0 | For |
| BlackRock | 13,993,580 | 0 | 0 | 0 | For |
| Charles Schwab | 6,323,813 | 0 | 0 | 0 | For |
| HARRIS ASSOCIATES INVESTMENT TRUST | 3,397,400 | 0 | 0 | 0 | For |
| State Street | 1,873,792 | 122 | 0 | 0 | For |
| WisdomTree | 1,248,807 | 0 | 0 | 0 | For |
| Fidelity | 712,146 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 547,004 | 0 | 0 | 0 | For |
| Advisers Investment Trust | 529,700 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 396,731 | 0 | 0 | 0 | For |
| Principal | 385,288 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 379,554 | 0 | 0 | 0 | For |
| Janus Detroit Street Trust | 321,438 | 0 | 0 | 0 | For |
| American Century | 299,237 | 0 | 0 | 0 | For |
| Jackson National | 212,693 | 0 | 0 | 0 | For |
| Invesco | 157,963 | 0 | 0 | 0 | For |
| Morgan Stanley | 135,282 | 0 | 0 | 0 | For |
| Franklin Templeton | 120,384 | 0 | 0 | 0 | For |
| SEI | 120,087 | 0 | 0 | 0 | For |
| Lincoln Financial | 114,898 | 0 | 0 | 0 | For |
| Equitable | 87,565 | 0 | 0 | 0 | For |
| HOTCHKIS & WILEY FUNDS /DE/ | 84,720 | 0 | 0 | 0 | For |
| Gabelli | 84,000 | 0 | 0 | 0 | For |
| AllianceBernstein | 82,440 | 0 | 0 | 0 | For |
| TIMOTHY PLAN | 81,364 | 0 | 0 | 0 | For |
Showing the 25 largest of 74 asset managers. See all 74 in the interactive database.
Combines 4 wordings of this item as funds reported it.
97% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Peter H. Rothschild
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 filed May 22, 2026 (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.
Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 74 asset managers below reported 47,827,361 for, 1,019 against, 30,965 abstained, 22,913 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 15,386,150 | 47 | 5 | 0 | For |
| BlackRock | 13,993,580 | 0 | 0 | 0 | For |
| Charles Schwab | 6,323,813 | 0 | 0 | 0 | For |
| HARRIS ASSOCIATES INVESTMENT TRUST | 3,397,400 | 0 | 0 | 0 | For |
| State Street | 1,873,792 | 122 | 0 | 0 | For |
| WisdomTree | 1,248,807 | 0 | 0 | 0 | For |
| Fidelity | 712,146 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 547,004 | 0 | 0 | 0 | For |
| Advisers Investment Trust | 529,700 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 396,731 | 0 | 0 | 0 | For |
| Principal | 385,288 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 379,554 | 0 | 0 | 0 | For |
| Janus Detroit Street Trust | 321,438 | 0 | 0 | 0 | For |
| American Century | 299,237 | 0 | 0 | 0 | For |
| Jackson National | 212,693 | 0 | 0 | 0 | For |
| Invesco | 157,963 | 0 | 0 | 0 | For |
| Morgan Stanley | 135,282 | 0 | 0 | 0 | For |
| Franklin Templeton | 120,384 | 0 | 0 | 0 | For |
| SEI | 120,087 | 0 | 0 | 0 | For |
| Lincoln Financial | 114,898 | 0 | 0 | 0 | For |
| Equitable | 87,565 | 0 | 0 | 0 | For |
| HOTCHKIS & WILEY FUNDS /DE/ | 84,720 | 0 | 0 | 0 | For |
| Gabelli | 84,000 | 0 | 0 | 0 | For |
| AllianceBernstein | 82,440 | 0 | 0 | 0 | For |
| TIMOTHY PLAN | 81,364 | 0 | 0 | 0 | For |
Showing the 25 largest of 74 asset managers. See all 74 in the interactive database.
Combines 4 wordings of this item as funds reported it.
97% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Peter W. May
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 filed May 22, 2026 (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.
Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 74 asset managers below reported 47,827,351 for, 1,024 against, 30,967 abstained, 22,913 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 15,386,140 | 52 | 7 | 0 | For |
| BlackRock | 13,993,580 | 0 | 0 | 0 | For |
| Charles Schwab | 6,323,813 | 0 | 0 | 0 | For |
| HARRIS ASSOCIATES INVESTMENT TRUST | 3,397,400 | 0 | 0 | 0 | For |
| State Street | 1,873,792 | 122 | 0 | 0 | For |
| WisdomTree | 1,248,807 | 0 | 0 | 0 | For |
| Fidelity | 712,146 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 547,004 | 0 | 0 | 0 | For |
| Advisers Investment Trust | 529,700 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 396,731 | 0 | 0 | 0 | For |
| Principal | 385,288 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 379,554 | 0 | 0 | 0 | For |
| Janus Detroit Street Trust | 321,438 | 0 | 0 | 0 | For |
| American Century | 299,237 | 0 | 0 | 0 | For |
| Jackson National | 212,693 | 0 | 0 | 0 | For |
| Invesco | 157,963 | 0 | 0 | 0 | For |
| Morgan Stanley | 135,282 | 0 | 0 | 0 | For |
| Franklin Templeton | 120,384 | 0 | 0 | 0 | For |
| SEI | 120,087 | 0 | 0 | 0 | For |
| Lincoln Financial | 114,898 | 0 | 0 | 0 | For |
| Equitable | 87,565 | 0 | 0 | 0 | For |
| HOTCHKIS & WILEY FUNDS /DE/ | 84,720 | 0 | 0 | 0 | For |
| Gabelli | 84,000 | 0 | 0 | 0 | For |
| AllianceBernstein | 82,440 | 0 | 0 | 0 | For |
| TIMOTHY PLAN | 81,364 | 0 | 0 | 0 | For |
Showing the 25 largest of 74 asset managers. See all 74 in the interactive database.
Combines 4 wordings of this item as funds reported it.
98% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Richard H. Gomez
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 filed May 22, 2026 (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.
Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 74 asset managers below reported 47,690,891 for, 137,489 against, 30,965 abstained, 22,913 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 15,333,054 | 53,143 | 5 | 0 | For |
| BlackRock | 13,993,580 | 0 | 0 | 0 | For |
| Charles Schwab | 6,323,813 | 0 | 0 | 0 | For |
| HARRIS ASSOCIATES INVESTMENT TRUST | 3,397,400 | 0 | 0 | 0 | For |
| State Street | 1,871,813 | 2,101 | 0 | 0 | For |
| WisdomTree | 1,248,807 | 0 | 0 | 0 | For |
| Fidelity | 712,146 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 547,004 | 0 | 0 | 0 | For |
| Advisers Investment Trust | 529,700 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 396,731 | 0 | 0 | 0 | For |
| Principal | 385,288 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 379,554 | 0 | 0 | 0 | For |
| Janus Detroit Street Trust | 321,438 | 0 | 0 | 0 | For |
| American Century | 299,237 | 0 | 0 | 0 | For |
| Jackson National | 212,693 | 0 | 0 | 0 | For |
| Invesco | 157,963 | 0 | 0 | 0 | For |
| Morgan Stanley | 135,282 | 0 | 0 | 0 | For |
| Franklin Templeton | 120,384 | 0 | 0 | 0 | For |
| SEI | 120,087 | 0 | 0 | 0 | For |
| Lincoln Financial | 114,898 | 0 | 0 | 0 | For |
| Equitable | 87,565 | 0 | 0 | 0 | For |
| HOTCHKIS & WILEY FUNDS /DE/ | 84,720 | 0 | 0 | 0 | For |
| Gabelli | 84,000 | 0 | 0 | 0 | For |
| AllianceBernstein | 82,440 | 0 | 0 | 0 | For |
| TIMOTHY PLAN | 0 | 81,364 | 0 | 0 | Against |
Showing the 25 largest of 74 asset managers. See all 74 in the interactive database.
Combines 4 wordings of this item as funds reported it.
98% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Wendy C. Arlin
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 filed May 22, 2026 (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.
Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 74 asset managers below reported 47,828,349 for, 29 against, 30,967 abstained, 22,913 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 15,386,166 | 29 | 7 | 0 | For |
| BlackRock | 13,993,580 | 0 | 0 | 0 | For |
| Charles Schwab | 6,323,813 | 0 | 0 | 0 | For |
| HARRIS ASSOCIATES INVESTMENT TRUST | 3,397,400 | 0 | 0 | 0 | For |
| State Street | 1,873,914 | 0 | 0 | 0 | For |
| WisdomTree | 1,248,807 | 0 | 0 | 0 | For |
| Fidelity | 712,146 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 547,004 | 0 | 0 | 0 | For |
| Advisers Investment Trust | 529,700 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 396,731 | 0 | 0 | 0 | For |
| Principal | 385,288 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 379,554 | 0 | 0 | 0 | For |
| Janus Detroit Street Trust | 321,438 | 0 | 0 | 0 | For |
| American Century | 299,237 | 0 | 0 | 0 | For |
| Jackson National | 212,693 | 0 | 0 | 0 | For |
| Invesco | 157,963 | 0 | 0 | 0 | For |
| Morgan Stanley | 135,282 | 0 | 0 | 0 | For |
| Franklin Templeton | 120,384 | 0 | 0 | 0 | For |
| SEI | 120,087 | 0 | 0 | 0 | For |
| Lincoln Financial | 114,898 | 0 | 0 | 0 | For |
| Equitable | 87,565 | 0 | 0 | 0 | For |
| HOTCHKIS & WILEY FUNDS /DE/ | 84,720 | 0 | 0 | 0 | For |
| Gabelli | 84,000 | 0 | 0 | 0 | For |
| AllianceBernstein | 82,440 | 0 | 0 | 0 | For |
| TIMOTHY PLAN | 81,364 | 0 | 0 | 0 | For |
Showing the 25 largest of 74 asset managers. See all 74 in the interactive database.
Combines 4 wordings of this item as funds reported it.
91% Approved · of votes cast
Description as filed by funds: 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.
The Wendy's Company’s own tally for this item (“2. 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”): 104,652,276 for, 9,725,101 against — passed, per its Form 8-K filed May 22, 2026 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “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 common stock present (in person or by proxy) and entitled to vo…”
Support: 91% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Voting standard, as the filing states it: a majority of the shares present or represented (“majority of the shares of common stock present”).
The 78 asset managers below reported 47,226,323 for, 625,317 against, 30,967 abstained, 22,913 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 15,332,955 | 53,236 | 7 | 0 | For |
| BlackRock | 13,993,580 | 0 | 0 | 0 | For |
| Charles Schwab | 6,323,813 | 0 | 0 | 0 | For |
| HARRIS ASSOCIATES INVESTMENT TRUST | 3,397,400 | 0 | 0 | 0 | For |
| State Street | 1,871,691 | 2,223 | 0 | 0 | For |
| WisdomTree | 1,248,807 | 0 | 0 | 0 | For |
| Fidelity | 712,146 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 547,004 | 0 | 0 | 0 | For |
| Advisers Investment Trust | 529,700 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 396,731 | 0 | 0 | 0 | For |
| Principal | 385,288 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 379,554 | 0 | 0 | 0 | For |
| Janus Detroit Street Trust | 321,438 | 0 | 0 | 0 | For |
| American Century | 0 | 299,237 | 0 | 0 | Against |
| Jackson National | 212,693 | 0 | 0 | 0 | For |
| Invesco | 157,963 | 0 | 0 | 0 | For |
| Morgan Stanley | 135,282 | 0 | 0 | 0 | For |
| Franklin Templeton | 120,384 | 0 | 0 | 0 | For |
| SEI | 120,087 | 0 | 0 | 0 | For |
| Lincoln Financial | 114,898 | 0 | 0 | 0 | For |
| Equitable | 73,039 | 14,526 | 0 | 0 | Mixed |
| HOTCHKIS & WILEY FUNDS /DE/ | 84,720 | 0 | 0 | 0 | For |
| Gabelli | 0 | 84,000 | 0 | 0 | Against |
| AllianceBernstein | 0 | 82,440 | 0 | 0 | Against |
| TIMOTHY PLAN | 0 | 81,364 | 0 | 0 | Against |
Showing the 25 largest of 78 asset managers. See all 78 in the interactive database.
Combines 9 wordings of this item as funds reported it.
94% Approved · of votes cast
Description as filed by funds: Advisory resolution to approve executive compensation.
The Wendy's Company’s own tally for this item (“4. Proposal to approve an advisory resolution to approve executive compensation”): 107,732,682 for, 6,462,483 against — passed, per its Form 8-K filed May 22, 2026 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “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.”
Support: 94% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Voting standard, as the filing states it: a majority of the shares present or represented (“majority of the shares of common stock present”).
Also reported under other wordings, matched to the same row of The Wendy's Company’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “Advisory Vote to Ratify Named Executive Officers' Compensation” (4 managers, Fund and manager reports combined; may count the same shares twice; no share total shown).
Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 15,355,576 | 30,615 | 11 | 0 | For |
| BlackRock | 13,993,580 | 0 | 0 | 0 | For |
| Charles Schwab | 6,323,813 | 0 | 0 | 0 | For |
| HARRIS ASSOCIATES INVESTMENT TRUST | 3,397,400 | 0 | 0 | 0 | For |
| State Street | 1,873,127 | 787 | 0 | 0 | For |
| WisdomTree | 1,248,807 | 0 | 0 | 0 | For |
| Fidelity | 712,146 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 547,004 | 0 | 0 | 0 | For |
| Advisers Investment Trust | 529,700 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 0 | 396,731 | 0 | 0 | Against |
| Principal | 385,288 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 379,554 | 0 | 0 | 0 | For |
| Janus Detroit Street Trust | 321,438 | 0 | 0 | 0 | For |
| American Century | 0 | 299,237 | 0 | 0 | Against |
| Jackson National | 212,693 | 0 | 0 | 0 | For |
| Invesco | 157,963 | 0 | 0 | 0 | For |
| Morgan Stanley | 135,282 | 0 | 0 | 0 | For |
| Franklin Templeton | 120,384 | 0 | 0 | 0 | For |
| SEI | 33,018 | 87,069 | 0 | 0 | Mixed |
| Lincoln Financial | 114,898 | 0 | 0 | 0 | For |
| Equitable | 87,565 | 0 | 0 | 0 | For |
| HOTCHKIS & WILEY FUNDS /DE/ | 84,720 | 0 | 0 | 0 | For |
| Gabelli | 84,000 | 0 | 0 | 0 | For |
| AllianceBernstein | 82,440 | 0 | 0 | 0 | For |
| TIMOTHY PLAN | 81,364 | 0 | 0 | 0 | For |
Fund voting reports, all 71 managers: 46,889,742 for, 932,280 against, 30,971 abstained. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| WELLS FARGO CLEARING SERVICES, LLC | 6,629,250 | 0 | 0 | 0 | For |
| Charles Schwab | 6,466,223 | 0 | 0 | 0 | For |
| HARRIS ASSOCIATES L P | 5,882,273 | 0 | 0 | 0 | For |
| HEALTHCARE OF ONTARIO PENSION PLAN TRUST FUND | 3,245,000 | 0 | 0 | 0 | For |
| BlackRock | 2,632,774 | 170,865 | 0 | 0 | Mixed |
| State Street | 2,157,679 | 255 | 0 | 0 | For |
| PARAMETRIC PORTFOLIO ASSOCIATES LLC | 1,824,494 | 0 | 0 | 0 | For |
| Northern Trust | 1,555,626 | 14,146 | 0 | 0 | For |
| HOTCHKIS & WILEY CAPITAL MANAGEMENT LLC | 887,595 | 0 | 0 | 0 | For |
| Vanguard | 818,857 | 0 | 0 | 0 | For |
| PRINCIPAL GLOBAL INVESTORS | 766,351 | 0 | 0 | 0 | For |
| BESSEMER INVESTMENT MANAGEMENT LLC | 759,108 | 0 | 0 | 0 | For |
| Connor, Clark & Lunn Investment Management Ltd. | 721,681 | 0 | 0 | 0 | For |
| ARROWSTREET CAPITAL, LIMITED PARTNERSHIP | 623,369 | 85,847 | 0 | 0 | Mixed |
| Janus Henderson | 642,876 | 0 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 416,341 | 0 | 0 | 0 | For |
| Baird | 384,520 | 0 | 0 | 0 | For |
| T. Rowe Price | 383,529 | 0 | 0 | 0 | For |
| MELLON INVESTMENTS Corp | 346,747 | 0 | 0 | 0 | For |
| AQR | 325,672 | 0 | 0 | 0 | For |
| UBS | 0 | 316,309 | 0 | 0 | Against |
| Rhumbline | 275,241 | 39,013 | 0 | 0 | Mixed |
| Gotham Asset Management, LLC | 303,117 | 0 | 0 | 0 | For |
| American Century | 0 | 300,237 | 0 | 0 | Against |
| Fidelity | 233,555 | 0 | 0 | 0 | For |
Institutional-manager reports, all 336 managers: 42,159,489 for, 1,659,780 against, 41,224 abstained, 400 not voted. Showing the 25 largest; see all in the interactive database.
Combines 4 wordings of this item as funds reported it.
99% Approved · of votes cast
Description as filed by funds: Ratification of the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for 2026.
The Wendy's Company’s own tally for this item (“3. Proposal to ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for 2026”): 148,104,812 for, 1,847,183 against — passed, per its Form 8-K filed May 22, 2026 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “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 person or by proxy) and entitled to vote.”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Voting standard, as the filing states it: a majority of the shares present or represented (“majority of the shares of common stock present”).
The 76 asset managers below reported 47,701,031 for, 142,331 against, 30,965 abstained, 22,913 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 15,355,653 | 30,543 | 5 | 0 | For |
| BlackRock | 13,993,580 | 0 | 0 | 0 | For |
| Charles Schwab | 6,323,813 | 0 | 0 | 0 | For |
| HARRIS ASSOCIATES INVESTMENT TRUST | 3,397,400 | 0 | 0 | 0 | For |
| State Street | 1,873,792 | 122 | 0 | 0 | For |
| WisdomTree | 1,248,807 | 0 | 0 | 0 | For |
| Fidelity | 712,146 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 547,004 | 0 | 0 | 0 | For |
| Advisers Investment Trust | 529,700 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 396,731 | 0 | 0 | 0 | For |
| Principal | 385,288 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 379,554 | 0 | 0 | 0 | For |
| Janus Detroit Street Trust | 321,438 | 0 | 0 | 0 | For |
| American Century | 299,237 | 0 | 0 | 0 | For |
| Jackson National | 212,693 | 0 | 0 | 0 | For |
| Invesco | 157,963 | 0 | 0 | 0 | For |
| Morgan Stanley | 135,282 | 0 | 0 | 0 | For |
| Franklin Templeton | 120,384 | 0 | 0 | 0 | For |
| SEI | 120,087 | 0 | 0 | 0 | For |
| Lincoln Financial | 114,898 | 0 | 0 | 0 | For |
| Equitable | 87,565 | 0 | 0 | 0 | For |
| HOTCHKIS & WILEY FUNDS /DE/ | 84,720 | 0 | 0 | 0 | For |
| Gabelli | 84,000 | 0 | 0 | 0 | For |
| AllianceBernstein | 82,440 | 0 | 0 | 0 | For |
| TIMOTHY PLAN | 81,364 | 0 | 0 | 0 | For |
Showing the 25 largest of 76 asset managers. See all 76 in the interactive database.
Combines 5 wordings of this item as funds reported it.
51.3% Approved · of votes cast
Description as filed by funds: Stockholder proposal regarding a restriction on "blank-check" preferred stock, if properly presented at the Annual Meeting.
The Wendy's Company’s own tally for this item (“5. Stockholder proposal regarding a restriction on "blank-check" preferred stock”): 58,561,819 for, 55,614,508 against — passed, per its Form 8-K filed May 22, 2026 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “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.”
Support: 51.3% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Voting standard, as the filing states it: a majority of the shares present or represented (“majority of the shares of common stock present”).
The 74 asset managers below reported 25,700,308 for, 22,128,063 against, 30,971 abstained, 22,913 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 8,904,626 | 6,481,562 | 11 | 0 | Mixed |
| BlackRock | 154,227 | 13,839,353 | 0 | 0 | Against |
| Charles Schwab | 6,323,813 | 0 | 0 | 0 | For |
| HARRIS ASSOCIATES INVESTMENT TRUST | 3,397,400 | 0 | 0 | 0 | For |
| State Street | 1,871,664 | 2,250 | 0 | 0 | For |
| WisdomTree | 0 | 1,248,807 | 0 | 0 | Against |
| Fidelity | 580,332 | 131,814 | 0 | 0 | Mixed |
| ALPS ETF Trust | 547,004 | 0 | 0 | 0 | For |
| Advisers Investment Trust | 529,700 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 396,731 | 0 | 0 | 0 | For |
| Principal | 385,288 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 379,554 | 0 | 0 | 0 | For |
| Janus Detroit Street Trust | 321,438 | 0 | 0 | 0 | For |
| American Century | 299,237 | 0 | 0 | 0 | For |
| Jackson National | 40,285 | 172,408 | 0 | 0 | Mixed |
| Invesco | 157,963 | 0 | 0 | 0 | For |
| Morgan Stanley | 135,282 | 0 | 0 | 0 | For |
| Franklin Templeton | 120,384 | 0 | 0 | 0 | For |
| SEI | 120,087 | 0 | 0 | 0 | For |
| Lincoln Financial | 94,149 | 20,749 | 0 | 0 | Mixed |
| Equitable | 79,884 | 7,681 | 0 | 0 | Mixed |
| HOTCHKIS & WILEY FUNDS /DE/ | 84,720 | 0 | 0 | 0 | For |
| Gabelli | 84,000 | 0 | 0 | 0 | For |
| AllianceBernstein | 82,440 | 0 | 0 | 0 | For |
| TIMOTHY PLAN | 81,364 | 0 | 0 | 0 | For |
Showing the 25 largest of 74 asset managers. See all 74 in the interactive database.
Not shown here: this season’s fund filings also report 1 item from the meeting of May 21, 2025, which belongs to the 2024-2025 season. A meeting outside this season’s July 1 to June 30 window is not counted in this page’s items or in its totals of asset managers and fund votes.
Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 190,480,640 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Vanguard | 8.08% |
| 2 | BlackRock | 7.35% |
| 3 | Charles Schwab | 3.32% |
| 4 | HARRIS ASSOCIATES INVESTMENT TRUST | 1.78% |
| 5 | State Street | 0.98% |
| 6 | WisdomTree | 0.66% |
| 7 | Fidelity | 0.37% |
| 8 | ALPS ETF Trust | 0.29% |
| 9 | Advisers Investment Trust | 0.28% |
| 10 | Columbia Threadneedle | 0.21% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | WELLS FARGO CLEARING SERVICES, LLC | 3.48% |
| 2 | Charles Schwab | 3.39% |
| 3 | HARRIS ASSOCIATES L P | 3.09% |
| 4 | HEALTHCARE OF ONTARIO PENSION PLAN TRUST FUND | 1.70% |
| 5 | BlackRock | 1.47% |
| 6 | State Street | 1.13% |
| 7 | PARAMETRIC PORTFOLIO ASSOCIATES LLC | 0.96% |
| 8 | Northern Trust | 0.82% |
| 9 | HOTCHKIS & WILEY CAPITAL MANAGEMENT LLC | 0.47% |
| 10 | Vanguard | 0.43% |
As disclosed to the SEC in Form 13F (quarter-end holdings of 30 large managers), Schedules 13D and 13G (beneficial ownership above 5%) and the company’s own proxy statement (DEF 14A). Each row names its form.
| 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 May 1, 2026 (see the filing on EDGAR). This is the count contemporaneous with the 2025-2026 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.
Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), 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 May 1, 2026. This page is a static snapshot rebuilt weekly on October 14, 2026; a live search always shows the current data.
At The Wendy's Company's shareholder meeting held May 20, 2026, in the 2025-2026 proxy season, 389 asset managers reported how they voted on 12 ballot items in their SEC Form N-PX filings, covering 3,925 separate fund positions. On the most widely held item on that ballot — Advisory resolution to approve executive compensation. — The Wendy's Company's filing reports the proposal as approved, with 94% support 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). Source: The Wendy's Company's Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 22, 2026.
The Wendy's Company proxy season coverage: 2023-2024 · 2024-2025 · 2025-2026 (this page).
Download data (CSV): ballot items · votes by manager · column guide.