13G Filing: Eminence Capital and Wendy’s Co (WEN)

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Page 5 of 10 – SEC Filing

Item 1(a). Name of Issuer
The name of the issuer is
The Wendy’s Company (the “Company”).
Item 1(b). Address of Issuer’s Principal Executive Offices
The Company’s principal
executive offices are located at One Dave Thomas Blvd., Dublin, Ohio 43017.
Item 2. Name of Person Filing:
This statement is filed on behalf of each of the following persons (collectively, the “Reporting Persons”):
(i) Eminence Capital, LP, a
Delaware limited partnership (“Eminence Capital”);
(ii) Eminence GP, LLC, a
Delaware limited liability company (“Eminence GP”); and
(iii) Ricky C. Sandler, a U.S. Citizen (“Mr. Sandler”).
This statement relates to
shares of Common Stock (as defined in Item 2(d) below) held for the accounts of:
(i) Eminence Partners, L.P.,
a New York limited partnership (“Eminence I”); Eminence Partners II, L.P., a New York limited partnership
(“Eminence II”); Eminence Eaglewood Master, L.P., a Delaware limited partnership (“Eminence Eaglewood”);
Eminence Partners Long, L.P., a Delaware limited partnership (together with Eminence I, Eminence II and Eminence
Eaglewood, the “Partnerships”); as well as Eminence Fund Master, Ltd., a Cayman Islands company (“Eminence
Offshore Master Fund”); Eminence Fund Leveraged Master, Ltd., a Cayman Islands company (together with Eminence Offshore
Master Fund, the “Master Funds”), and Eminence Fund Long, Ltd., a Cayman Islands Company (“Eminence
Offshore Long”).  The Partnerships, Master Funds and Eminence Offshore Long are
collectively referred to as the “Eminence Funds”; and
(ii) A separately managed
account (the “SMA”).
Eminence Capital serves
as the management company to the Eminence Funds with respect to the shares of Common Stock directly owned by the
Eminence Funds and the investment adviser to the SMA with respect to the shares of Common Stock directly owned by the
SMA. Eminence Capital may be deemed to have voting and dispositive power over the
shares held for the accounts of the Eminence Funds and the SMA.
Eminence GP serves as general
partner or manager with respect to the shares of Common Stock directly owned by the Partnerships and Master Funds and may be
deemed to have voting and dispositive power over the shares held for the accounts of the Partnerships and Master Funds.

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