Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 15, 2012, McDonald's Corporation (the "Company") announced that
Janice Fields will cease to serve as President of McDonald's USA effective
November 30, 2012. Upon her separation from the Company, Ms. Fields will receive
the benefits to which she is entitled pursuant to the McDonald's Corporation
Severance Plan.
In addition, for her agreement not to compete for a two-year period, which is
longer than the Company's standard 18 month non-compete period, the Compensation
Committee of the Board of Directors of the Company approved the full vesting of
her outstanding restricted stock unit ("RSU") awards, subject to the original
performance conditions. Pursuant to the original terms of her RSU awards, upon
her separation Ms. Fields was entitled to pro-rata vesting of the RSU awards,
subject to the performance conditions.
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