AQR Capital Management, LLC and AQR Capital Management Holdings, LLC report a significant ownership stake in Wendy's Co. They disclose beneficial ownership of 11,705,610 shares of Wendy's common stock, representing 6.15% of the outstanding class as of the event date.
The AQR entities report zero sole voting or dispositive power, but shared voting and shared dispositive power over all 11,705,610 shares. They certify the shares were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of Wendy's Co.
Positive
None.
Negative
None.
Insights
AQR discloses a 6.15% passive stake in Wendy's Co.
The filing shows AQR Capital Management, LLC and its parent AQR Capital Management Holdings, LLC beneficially owning 11,705,610 Wendy's common shares, or 6.15% of the class, with shared voting and dispositive power over the entire position.
The investors certify the stake is held in the ordinary course of business and not to change or influence control. This aligns with a typical passive institutional position, filed on a Schedule 13G rather than a more activist-focused 13D.
Because the filing does not describe transactions, strategy shifts, or control intentions, the main takeaway is that a large institutional holder has reported a substantial, but expressly passive, ownership position in Wendy's Co as of 12/31/2025.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Wendy's Co
(Name of Issuer)
Common Stock, $.10 par value
(Title of Class of Securities)
95058W100
(CUSIP Number)
12/31/2025
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
SCHEDULE 13G
CUSIP No.
95058W100
1
Names of Reporting Persons
AQR Capital Management, LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
11,705,610.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
11,705,610.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
11,705,610.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
6.15 %
12
Type of Reporting Person (See Instructions)
IA
SCHEDULE 13G
CUSIP No.
95058W100
1
Names of Reporting Persons
AQR Capital Management Holdings, LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
11,705,610.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
11,705,610.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
11,705,610.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
6.15 %
12
Type of Reporting Person (See Instructions)
HC
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Wendy's Co
(b)
Address of issuer's principal executive offices:
ONE DAVE THOMAS BLVD, DUBLIN, OHIO
43017
Item 2.
(a)
Name of person filing:
AQR Capital Management, LLC
AQR Capital Management Holdings, LLC
(b)
Address or principal business office or, if none, residence:
ONE GREENWICH PLAZA
SUITE 130
Greenwich, Connecticut
06830
(c)
Citizenship:
AQR Capital Management, LLC - UNITED STATES
AQR Capital Management Holdings, LLC - UNITED STATES
(d)
Title of class of securities:
Common Stock, $.10 par value
(e)
CUSIP No.:
95058W100
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
11,705,610
(b)
Percent of class:
6.15 %
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
AQR Capital Management, LLC - 0
AQR Capital Management Holdings, LLC - 0
(ii) Shared power to vote or to direct the vote:
AQR Capital Management, LLC - 11,705,610
AQR Capital Management Holdings, LLC - 11,705,610
(iii) Sole power to dispose or to direct the disposition of:
AQR Capital Management, LLC - 0
AQR Capital Management Holdings, LLC - 0
(iv) Shared power to dispose or to direct the disposition of:
AQR Capital Management, LLC - 11,705,610
AQR Capital Management Holdings, LLC - 11,705,610
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
See Item 2(a) above.
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
AQR Capital Management, LLC
Signature:
Henry Parkin
Name/Title:
Authorized Signatory
Date:
02/13/2026
AQR Capital Management Holdings, LLC
Signature:
Henry Parkin
Name/Title:
Authorized Signatory
Date:
02/13/2026
Exhibit Information
AQR Capital Management Holdings, LLC and AQR Capital Management, LLC hereby agree that this Schedule 13G is filed on behalf of each of the parties. AQR Capital Management, LLC is a wholly owned subsidiary of AQR Capital Management Holdings, LLC.
How many Wendy's Co (WEN) shares does AQR report owning?
AQR Capital Management, LLC and its parent report beneficial ownership of 11,705,610 shares of Wendy's Co common stock. This entire amount is subject to shared voting and shared dispositive power, with no sole voting or dispositive authority reported for either entity.
What percentage of Wendy's Co (WEN) does AQR’s stake represent?
AQR’s reported stake represents 6.15% of Wendy's Co common stock. This percentage reflects the portion of the outstanding common shares tied to their 11,705,610-share beneficial ownership, as disclosed in the Schedule 13G ownership section of the filing.
Is AQR’s Wendy's Co (WEN) position reported as passive or control-seeking?
The AQR entities certify the Wendy's position is held in the ordinary course of business and not to change or influence control. They explicitly state it is not held in connection with any transaction intended to affect control, consistent with a passive Schedule 13G filing.
Which AQR entities are listed as reporting owners of Wendy's Co (WEN) shares?
The filing lists AQR Capital Management, LLC and AQR Capital Management Holdings, LLC as reporting persons. It also notes that AQR Capital Management, LLC is a wholly owned subsidiary of AQR Capital Management Holdings, LLC in the exhibit information section.
What voting and dispositive powers does AQR have over its Wendy's Co (WEN) shares?
Both AQR Capital Management, LLC and its parent report 0 shares with sole voting and 0 shares with sole dispositive power. They each report 11,705,610 shares with shared voting power and 11,705,610 shares with shared dispositive power over the Wendy's stake.
When is AQR’s Wendy's Co (WEN) ownership position measured in this filing?
The ownership information is tied to an event dated 12/31/2025. This date appears as the event requiring the filing of the Schedule 13G, anchoring the 11,705,610-share, 6.15% ownership figures to that specific point in time.
