AMENDMENTS TO THE WENDY’S INTERNATIONAL, INC. 2003 STOCK INCENTIVE PLANAmendments to the Wendy’s International, Inc. 2003 Stock Incentive Plan • March 13th, 2009 • Wendy's/Arby's Group, Inc. • Retail-eating & drinking places
WHEREAS, Wendy’s International, Inc. (the “Company”) entered into an Agreement and Plan of Merger, dated as of April 23, 2008 (the “Merger Agreement”), with Triarc Companies, Inc., a Delaware corporation (“Triarc”), and Green Merger Sub, Inc., an Ohio corporation and a direct wholly-owned subsidiary of Triarc (“Merger Sub” ), pursuant to which Merger Sub will be merged with and into the Company at the Effective Time (as defined in the Merger Agreement), with the Company as the surviving corporation and a direct wholly-owned subsidiary of Triarc (the “Merger”);
