SEC FORM 3

SEC FORM 3 SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Baroni Dario

(Last)

(First)

(Middle)

MCDONALD'S CORPORATION

110 NORTH CARPENTER STREET

(Street)

CHICAGO

60607

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/01/2025

3. Issuer Name and Ticker or Trading Symbol
MCDONALDS CORP [ MCD ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President, IDL

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Options (Right to Buy)	⁽¹⁾	02/14/2032	Common Stock	623	$253.39	D
Restricted Stock Units	02/13/2026	02/13/2026	Common Stock	1,991.22	⁽²⁾	D
Restricted Stock Units	02/13/2026	02/13/2026	Common Stock	547.88	⁽²⁾	D
Restricted Stock Units	02/13/2026	02/13/2026	Common Stock	527.74⁽³⁾	⁽²⁾	D
Restricted Stock Units	02/12/2027	02/12/2027	Common Stock	564.92	⁽²⁾	D
Restricted Stock Units	02/12/2027	02/12/2027	Common Stock	535.89⁽⁴⁾	⁽²⁾	D
Restricted Stock Units	02/12/2028	02/12/2028	Common Stock	1,069.51	⁽²⁾	D
Restricted Stock Units	02/12/2028	02/12/2028	Common Stock	979.45⁽⁵⁾	⁽²⁾	D

Explanation of Responses:

1. Options become exercisable in 25% increments on the first, second, third and fourth anniversary dates of the grant. 2,493 options were granted on February 14, 2022. 623 options remain unvested and become exercisable on February 14, 2026. All vested options have been exercised.

2. Each restricted stock unit ("RSU") represents a right to acquire one share of McDonald's Corporation (the "Company") common stock.

3. Represents the target number of RSUs granted plus dividend equivalents already accrued, subject to performance-based vesting conditions linked to diluted EPS growth and ROIC for the period of January 1, 2023 through December 31, 2025 (the "2023-2025 Performance Period"). If the Company satisfies both the EPS and ROIC thresholds, then the number of RSUs that vest may be increased or decreased based upon the Company's total shareholder return relative to the S&P 500 Index over the 2023-2025 Performance Period. The number of RSUs earned will range from 50% to 150% of the target number of RSUs granted (plus dividend equivalents accrued) based upon the performance results.

4. Represents the target number of RSUs granted plus dividend equivalents already accrued, subject to performance-based vesting conditions linked to diluted EPS growth and ROIC for the period of January 1, 2024 through December 31, 2026 (the "2024-2026 Performance Period"). If the Company satisfies both the EPS and ROIC thresholds, then the number of RSUs that vest may be increased or decreased based upon the Company's total shareholder return relative to the S&P 500 Index over the 2024-2026 Performance Period. The number of RSUs earned will range from 0% to 200% of the target number of RSUs granted (plus dividend equivalents accrued) based upon the performance results.

5. Represents the target number of RSUs granted plus dividend equivalents already accrued, subject to performance-based vesting conditions linked to diluted EPS growth and ROIC for the period of January 1, 2025 through December 31, 2027 (the "2025-2027 Performance Period"). If the Company satisfies both the EPS and ROIC thresholds, then the number of RSUs that vest may be increased or decreased based upon the Company's total shareholder return relative to the S&P 500 Index over the 2025-2027 Performance Period. The number of RSUs earned will range from 0% to 200% of the target number of RSUs granted (plus dividend equivalents accrued) based upon the performance results.

	/s/ Jackson Cates, Attorney-in-fact	07/17/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

SEC Form 3 filed by new insider Baroni Dario