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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): July 21, 2025
THE WENDY’S COMPANY
(Exact name of registrant, as specified in its charter)
| Delaware | 1-2207 | 38-0471180 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| One Dave Thomas Boulevard, Dublin, Ohio | 43017 | |
| (Address of principal executive offices) | (Zip Code) |
(614) 764-3100
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
||
| Common Stock, $.10 par value | WEN | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(b)
In connection with the appointment of Pete Suerken as President, U.S. of the Company, effective July 22, 2025 (the “Effective Date”), Abigail E. Pringle will cease to be President, U.S. of the Company as of the Effective Date and on July 21, 2025, her employment with the Company was terminated, without cause, effective as of August 15, 2025. In connection with her termination, Ms. Pringle will be entitled to receive compensation and benefits consistent with a termination without cause, as previously described in the “Employment Arrangements and Potential Payments Upon Termination or Change in Control” section of the Company’s definitive proxy statement on Schedule 14A for its 2025 annual meeting of stockholders filed with the Securities and Exchange Commission on April 3, 2025, which information is incorporated by reference herein.
| Item 7.01 | Regulation FD Disclosure. |
On July 22, 2025, the Company issued a press release relating to the matters described above in Item 5.02. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein. The information in this Item 7.01 of Form 8-K and Exhibit 99.1 attached hereto are being furnished pursuant to Item 7.01 of Form 8-K and therefore shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| Exhibit No. |
Description |
|
| 99.1 | Press release issued by The Wendy’s Company on July 22, 2025. | |
| 104 | Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document). | |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| THE WENDY’S COMPANY | ||||||
| Date: July 22, 2025 | By: | /s/ Mark L. Johnson |
||||
| Mark L. Johnson | ||||||
| Director – Corporate & Securities Counsel, and Assistant Secretary | ||||||
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Exhibit 99.1
THE WENDY’S COMPANY NAMES PETE SUERKEN PRESIDENT, U.S.
DUBLIN, Ohio, July 22, 2025/PRNewswire/ — The Wendy’s Company (Nasdaq: WEN) announced the appointment of Pete Suerken as President, U.S., effective today. He will report to interim Chief Executive Officer Ken Cook and serve on the Wendy’s® Senior Leadership Team. Suerken will succeed Abigail Pringle, who has served as President, U.S. since 2024 and will depart the Company in the coming weeks to pursue other opportunities after a transition period with Suerken.
Suerken has served as President and CEO of Wendy’s Quality Supply Chain Co-op (“QSCC”), the independent purchasing cooperative for the Wendy’s system, since 2021. QSCC works closely with Company operators and franchisees, leading supply chain and distribution activities for Wendy’s restaurants around the globe. He has a proven track record of transforming operations, building profitability and leading innovation, spanning more than two decades in the food, beverage and restaurant industries. Prior to joining QSCC, Pete served as president of Resin Technology Inc. (RTI), a leading packaging and materials provider. Prior to his time at RTI, Pete spent 13 years at Restaurant Supply Chain Solutions (RSCS), the co-op of Yum! Brands.
“Delivering exceptional customer experiences, increasing restaurant-level profitability and accelerating growth are crucial priorities for our U.S. business,” said interim Chief Executive Officer Ken Cook. “I am confident Pete will lead our business with operational excellence and intensity, helping us achieve our long-term strategic priorities to create value for our franchisees, employees, and shareholders.”
Cook continued, “I want to thank Abigail Pringle for her 23 years of commitment to our brand. She has helped strengthen our system and modernize our restaurants. Abigail has been a key leader of restaurant development at Wendy’s, including our Image Activation journey and creation of the modern restaurant image for the brand. She transformed our International business and put a solid structure in place to optimize restaurant performance in the U.S. We are grateful for her many contributions to our company, employees and franchisees.”
“The opportunity to lead the U.S. business for this iconic brand is exciting and humbling,” said Pete Suerken. “I have had the privilege to serve our franchisees and Company operators as CEO of QSCC for the past five years and now look forward to working with them as President, U.S. to drive profitable growth for our restaurants while continuing to build a high-performance culture and best-in-class customer experience.”
The Company will release its second quarter results on August 8, 2025 as previously announced.
Forward-Looking Statements
This release contains certain statements that are not historical facts, including statements regarding our anticipated future performance and growth and achievement of our long-term strategic priorities. Those statements constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 (the “Reform Act”). The forward-looking statements are based on our expectations at the time such statements are made, speak only as of the dates they are made and are susceptible to a number of risks, uncertainties and other factors that may cause our actual results, performance or achievements to differ materially from those expressed or implied in any forward-looking statement. These factors include, but are not limited to, the factors identified in the “Special Note Regarding Forward-Looking Statements and Projections” and “Risk Factors” sections of our Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q and in our other filings with the Securities and Exchange Commission. For all forward-looking statements, the Company claims the protection of the safe harbor for forward-looking statements contained in the Reform Act.
About Wendy’s
Wendy’s® was founded in 1969 by Dave Thomas in Columbus, Ohio. Dave built his business on the premise, “Quality is our Recipe®,” which remains the guidepost of the Wendy’s system. Wendy’s is best known for its made-to-order square hamburgers, using fresh, never frozen beef*, freshly-prepared salads, and other signature items like chili, baked potatoes and the Frosty® dessert. The Wendy’s Company (Nasdaq: WEN) is committed to doing the right thing and making a positive difference in the lives of others. This is most visible through the Company’s support of the Dave Thomas Foundation for Adoption® and its signature Wendy’s Wonderful Kids® program, which seeks to find a loving, forever home for every child waiting to be adopted from the North American foster care system. Today, Wendy’s and its franchisees employ hundreds of thousands of people across over 7,000 restaurants worldwide with a vision of becoming the world’s most thriving and beloved restaurant brand. For details on franchising, connect with us at www.wendys.com/franchising.
Visit www.wendys.com and www.squaredealblog.com for more information and connect with us on X and Instagram using @wendys, and on Facebook at www.facebook.com/wendys.
*Fresh beef available in the contiguous U.S., Alaska, and Canada.
Media Contact:
Heidi Schauer
Vice President – Communications, Public Affairs & Customer Care
(614) 764-3368; heidi.schauer@wendys.com
Investor Contact:
Aaron Broholm
Head of Investor Relations
(614) 764-3345; aaron.broholm@wendys.com