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Wendy鈥檚 Co. (WEN) 鈥� Form 4 insider transaction

Director and 10% owner Peter W. May, co-founder of activist hedge fund Trian Partners, reported the receipt of 2,229 common shares on 01 July 2025 at an average price of $11.62. The shares were issued under the company鈥檚 2020 Omnibus Award Plan in lieu of quarterly board and committee cash retainers, therefore the transaction does not involve an out-of-pocket cash purchase.

Following the grant, May鈥檚 direct holdings rise to 5,528,882 shares. Indirectly, through various Trian funds, he remains beneficial owner of 14,943,466 additional shares, bringing his total economic exposure to roughly 20.47 million shares, or about 9 鈥� 10 % of shares outstanding (exact float not disclosed in the filing).

The filing is routine compensation-related and represents less than 0.05 % of May鈥檚 aggregate Wendy鈥檚 position, therefore it is unlikely to be financially material to either the insider or outside shareholders. Nonetheless, it re-affirms Trian鈥檚 ongoing, sizeable ownership and board presence.

Form 4 snapshot: On 07/01/2025, Wendy鈥檚 (WEN) director Kristin A. Dolan received 1,156 common shares under the company鈥檚 2020 Omnibus Award Plan, issued in lieu of her normal cash retainer for Board and committee service. The Plan sets the share price at the $11.62 average closing price across the 20 trading days preceding the payment date.

After this grant, Dolan鈥檚 direct ownership rises to 43,797 WEN shares. No derivative securities or open-market transactions were reported, indicating this is a routine, compensation-related issuance rather than a bullish discretionary purchase. Accordingly, the filing is expected to have minimal direct market impact but does marginally align director interests with shareholders through additional equity exposure.

Rhythm Pharmaceuticals, Inc. (RYTM) 鈥� Form 4 insider filing

Director Camille L. Bedrosian reported the vesting of 4,000 restricted stock units (RSUs) on 18 June 2025 (transaction code M). Upon settlement, the RSUs converted into an equal number of common shares at no cash cost, increasing the director鈥檚 directly held common-stock position to 7,000 shares. No derivative securities remain outstanding from this grant, and no sales were disclosed. The filing was signed by attorney-in-fact Stephen Vander Stoep on 23 June 2025.

The transaction reflects routine equity compensation vesting rather than discretionary open-market buying or selling. Given the modest share count and automatic nature of the conversion, the event is considered immaterial to the company鈥檚 overall share structure and does not signal a change in strategic outlook or insider sentiment.

Matthew Coley O'Brien, Chief People Officer of The Wendy's Company (WEN), received new restricted stock units (RSUs) through dividend equivalent units on June 16, 2025. The transactions include:

• 222 RSUs vesting on March 1, 2026
• 45 RSUs vesting in two equal installments on August 11, 2025 and 2026
• 91 RSUs vesting in three equal installments on August 5, 2025, 2026, and 2027

Following these transactions, O'Brien now beneficially owns 29,027 RSUs in total. All RSUs include tandem dividend equivalent rights and tax withholding rights, with each unit representing one share of Wendy's common stock. Vesting is contingent upon continued employment with the company through the respective vesting dates.

Wendy's President U.S. Abigail E. Pringle received additional restricted stock units (RSUs) through dividend equivalent rights on June 16, 2025. The transactions include:

• 106 RSUs that vest in two equal installments on August 11, 2025 and 2026
• 229 RSUs that vest in three equal installments on August 5, 2025, 2026, and 2027

Following these transactions, Pringle beneficially owns 26,880 and 27,109 RSUs respectively in direct ownership. Each RSU represents a contingent right to receive one share of Wendy's common stock. The RSUs include tandem dividend equivalent rights and tax withholding rights. Vesting is subject to continued employment with Wendy's on applicable dates.

Amendment No. 7 to Schedule 13D, filed on 20 June 2025, details the current and potential equity position of Ryan Schulke in Fluent, Inc. (NASDAQ: FLNT). Schulke now beneficially owns 4,934,295 common shares, equal to 21.1 % of the 21,853,756 shares outstanding as of 18 June 2025. His holdings comprise directly owned stock, multiple family trusts, a GRAT structure, and 333,334 shares held through RSMC Partners, LLC.

The filing highlights three key instruments that could materially expand ownership:

• Pre-Funded Warrants: 1,041,123 total warrants (551,977 to Schulke, 489,146 to a family trust) purchased on 2 Dec 2024 and 19 Mar 2025. They are exercisable at $0.0005 per share and became exercisable following shareholder approval at the 18 June 2025 annual meeting.
• Convertible Subordinated Note: Issued 19 Aug 2024, currently convertible into 459,082 shares at the lesser of $3.01 or a market-linked formula, with a $1.00 floor.
• Stockholders鈥� Agreement with Dr. Phillip Frost / Frost Gamma: Provides Schulke shared voting alignment over an additional 6,787,063 shares.

If the warrants are fully exercised and the note converted鈥攁nd if Frost-related shares are counted鈥擲chulke鈥檚 aggregate influence could reach 11,271,358 shares, or 48.1 % of the company, potentially giving him effective control of board appointments. All purchases were funded with Schulke鈥檚 personal funds, and the filing notes no additional plans regarding mergers, asset sales or other transformative actions.

Matthew P. Spessard, Chief Information Officer of The Wendy's Company (WEN), received multiple restricted stock unit (RSU) grants on June 16, 2025 as dividend equivalent units:

• 15 RSUs vesting in two equal installments on August 11, 2025 and 2026
• 41 RSUs vesting in three equal installments on August 5, 2025, 2026, and 2027
• 125 RSUs vesting in three equal installments on February 20, 2026, 2027, and 2028

Each RSU represents a right to receive one share of Wendy's common stock, subject to continued employment. The grants include tandem dividend equivalent rights and tax withholding rights. Following these transactions, Spessard beneficially owns 14,625 RSUs directly. The transactions were reported via Form 4 filing signed by Mark L. Johnson as attorney-in-fact.

Wendy's Chief Accounting Officer Suzanne M. Thuerk received multiple grants of Restricted Stock Units (RSUs) with dividend equivalent rights on June 16, 2025. The transactions include:

• 51 RSUs vesting on August 12, 2025
• 9 RSUs vesting in two equal installments (August 11, 2025/2026)
• 24 RSUs vesting in three equal installments (August 5, 2025/2026/2027)
• 228 RSUs vesting on December 18, 2027

All RSU grants represent dividend equivalent units and include tandem dividend equivalent rights and tax withholding rights. Each RSU converts to one share of common stock, subject to continued employment. Following these transactions, Thuerk beneficially owns 25,242 RSUs directly. The Form 4 was filed by Mark L. Johnson as attorney-in-fact on June 18, 2025.

E.J. Wunsch, President of International at The Wendy's Company (WEN), reported multiple securities transactions in this Form 4 filing:

• Transferred 1,385 shares of common stock to former spouse via domestic relations order, retaining beneficial ownership of 64,880 shares
• Received two grants of Restricted Stock Units (RSUs) with dividend equivalent rights: - 70 RSUs vesting in two equal installments (August 2025/2026) - 191 RSUs vesting in three equal installments (August 2025/2026/2027)

The RSU grants were made on June 16, 2025, as dividend equivalent units. Each RSU represents one share of Wendy's common stock. All vesting is contingent on continued employment. The transactions demonstrate standard executive compensation practices and a modification of holdings due to personal circumstances.