Form 4: McDonald's Director Defers Compensation

McDonald's Director Amy E Weaver acquired 98.72 phantom stock units as part of a deferred compensation plan.

Summary

• Amy E Weaver, a Director of McDonald's Corporation (MCD), acquired 98.72 shares of phantom stock on September 30, 2025.
• The phantom stock is the economic equivalent of one share of McDonald's Corporation common stock and will be settled in cash.
• This acquisition was made pursuant to the Board of Directors Deferred Compensation Plan and is exempt under Rule 16b-3(d)(1).
• The amount represents deferred compensation for the Director.
• Following this transaction, Amy E Weaver beneficially owns 1,919.21 derivative securities (phantom stock), which includes shares acquired through dividend reinvestment.
• The implied price of the derivative security at the time of transaction was $303.89 per unit.

Sentiment

Score: 5

Explanation: This is a routine insider transaction related to deferred compensation for a director, indicating no significant positive or negative implications for the company's operational performance or financial outlook.

Positives

• The acquisition of phantom stock aligns the Director's long-term financial interests with those of the shareholders, as the value of the phantom stock is tied to the company's common stock performance.

Future Outlook

Payment of the phantom stock will occur following the Director's retirement date or other termination from the Board.

Industry Context

It is a common practice for publicly traded companies to offer deferred compensation plans to their directors, often including equity-linked instruments like phantom stock, to attract and retain talent while aligning their interests with long-term shareholder value. This type of transaction is a routine part of director compensation structures in large corporations.

Comparison to Industry Standards

• Deferred compensation plans for directors, often involving equity-linked instruments, are a standard practice across large public corporations to align director incentives with shareholder value. Companies like Coca-Cola (KO) or PepsiCo (PEP) often have similar structures for their board members, where compensation can be deferred into equity-equivalent units that vest or are paid out upon departure from the board.

Corporate Governance

Related Party Transactions

• The acquisition of phantom stock by a director under the company's deferred compensation plan constitutes a related party transaction, which is a standard and disclosed component of director remuneration.

Stakeholder Impact

• Shareholders: Benefits from continued alignment of director's interests with long-term company performance.
• Director (Amy E Weaver): Receives deferred compensation in the form of equity-linked phantom stock, contributing to personal wealth accumulation tied to company value.

Next Steps

• Payment of phantom stock will occur following the Director's retirement date or other termination from the Board.

Key Dates

Keywords

McDonald's, MCD, Form 4, Insider Transaction, Phantom Stock, Deferred Compensation, Director Compensation, Amy E Weaver