McDonald's

Election of New Director On September 30, 2022, the Board of Directors (the “Board”) of McDonald’s Corporation (the “Company”) increased the size of the Board to a total of 15 Directors and elected Kareem Daniel as a Director, both effective October 1, 2022. The Board has not elected Mr. Daniel to any Board Committee at this time. The Board determined that Mr. Daniel is independent as defined by the New York Stock Exchange listing standards. Mr. Daniel does not have any material relationships with the Company, and there are no transactions between him and the Company that would be required to be reported under Item 404(a) of Regulation S-K. There is also no arrangement or understanding between Mr. Daniel and the Company pursuant to which he was selected as a Director. Mr.

Departure of Sheila A. Penrose On August 17, 2022, Sheila A. Penrose notified McDonald’s Corporation (the “Company”) of her resignation from the Company’s Board of Directors (the “Board”) and all Board Committees, effective September 30, 2022. This resignation was not because of a disagreement with the Company on any matter relating to the Company’s operations, policies or practices. Election of New Directors On August 18, 2022, the Board increased the size of the Company’s Board to a total of 14 Directors, effective October 1, 2022. On the same date, the Board elected Anthony G. Capuano, Jennifer L. Taubert and Amy E. Weaver as Directors (the “New Directors”), effective October 1, 2022. The Board has not elected any of the New Directors to any Board Committee at this time.

This is an amendment to Item 5.02(c) of the Form 8-K that was filed by McDonald’s Corporation (the “Company”) on June 27, 2022, which reported that on the same day, the Company announced that Ian Borden was promoted to Executive Vice President and Chief Financial Officer, effective September 1, 2022. In connection with Mr. Borden’s promotion, on July 27, 2022, the Compensation Committee of the Company’s Board of Directors increased Mr. Borden’s annual base salary 7.3% to $900,000 and increased his target annual bonus opportunity from 110% to 120% of his annual base salary, both effective September 1, 2022. As a result of his promotion, Mr. Borden will relocate from the U.K. to the U.S. and will receive relocation benefits pursuant to the Company's relocation program.

On June 27, 2022, McDonald’s Corporation (the “Company”) announced that Kevin Ozan, Executive Vice President and Chief Financial Officer, notified the Company that he will resign from his role as Chief Financial Officer, effective September 1, 2022. In addition, the Company announced that Mr. Ozan was appointed to a newly-created role of Senior Executive Vice President, Strategic Initiatives, and that Ian Borden was promoted to Executive Vice President and Chief Financial Officer, both effective September 1, 2022. Mr. Borden, 53, currently serves as President – International, a position he has held since January 2020. Prior to that, Mr.

(e) Compensatory Arrangements of Certain Officers On February 14, 2022, the Compensation Committee (the “Committee”) of the Board of Directors of McDonald's Corporation (the “Company”) approved the payout structure for the 2022 Target Incentive Plan (“TIP”) awards for executives. The target 2022 TIP awards for the Company’s named executive officers, as reflected in the Company’s most recent proxy statement, are as shown in the table below.

(e) Compensatory Arrangements of Certain Officers On February 16, 2021, the Compensation Committee (the “Committee”) of the Board of Directors of McDonald's Corporation (the “Company”) approved the payout structure for the 2021 Target Incentive Plan (“TIP”) awards for executives. The target 2021 TIP awards for the Company’s executives for whom disclosure was required in the Company’s most recent proxy statement are as shown in the table below.

(b) On October 12, 2020, Jerome Krulewitch, Corporate Executive Vice President, General Counsel and Secretary, notified McDonald’s Corporation that he will retire from his current role, effective immediately. Mr. Krulewitch has been diagnosed with Parkinson’s disease and has been advised by doctors to step down from his role. A search is underway and until Mr. Krulewitch’s successor is identified, Mahrukh Hussain, who was serving as the U.S. General Counsel, will take on the role of Interim General Counsel and Secretary.

At the Annual Shareholders’ Meeting held on May 21, 2020 (the “Annual Shareholders’ Meeting”) of McDonald’s Corporation (the “Company”), the Company’s shareholders approved the Amended and Restated 2012 Omnibus Stock Ownership Plan (the “Plan”), effective as of May 21, 2020. The Company’s named executive officers are participants in the Plan. The Plan, included as Exhibit A to the Company’s Definitive Proxy Statement filed on April 9, 2020 (the “Proxy Statement”), and the summary of the material terms of the Plan, included on pages 66 through 70 of the Proxy Statement under the heading “Amended and Restated Equity Plan,” are incorporated herein by reference.

(e) Compensatory Arrangements of Certain Officers Grants to Certain Executive Officers under the Target Incentive Plan (“TIP”) for 2020 The Compensation Committee (the “Committee”) of the Board of Directors of McDonald's Corporation (the “Company”) approved the payout structure for the 2020 TIP for executives. The target 2020 TIP payout for Kevin Ozan, the Company’s Chief Financial Officer, is 110% of his year-end base salary. The Company has previously disclosed the 2020 target TIP payouts for Messrs. Kempczinski and Erlinger in connection with their respective promotions in November 2019. TIP payouts will be determined by the Company's 2020 performance on three key performance metrics: operating income, comparable guest counts and Systemwide sales (which include sales at all restaurants, whether operated by the Company or by franchisees).

Election of Directors; Appointment of Certain Officers; Compensation Arrangements of Certain Officers. This is an amendment to

Election of Directors; Appointment of Certain Officers; Compensation Arrangements of Certain Officers. On December 6, 2019, the Board of Directors of McDonald’s Corporation (the “Company”) increased the size of the Company’s Board of Directors (the “Board”) by one to a total of 12 Directors and on the same date elected Catherine M. Engelbert as Director. The Board has not elected Ms. Engelbert to any Board Committee at this time. A copy of the press release issued by the Company on December 9, 2019, announcing Ms. Engelbert’s election to the Board is attached as Exhibit 99.1 hereto. On December 5, 2019, the Compensation Committee of the Board determined that it was appropriate to provide enhanced relocation benefits to Joseph Erlinger, President, McDonald’s USA, in connection with his relocation to the U.S. as a result of him assuming that role on November 1, 2019.

The Board of Directors (the “Board”) of McDonald’s Corporation (the “Company”) has named Chris Kempczinski, formerly President, McDonald’s USA, as President and Chief Executive Officer and as a member of the Board and the Executive Committee of the Board, effective as of November 1, 2019. Mr. Kempczinski succeeds Stephen Easterbrook, who was separated from his officer and director positions with the Company, also effective as of November 1, 2019. In addition, the Board has named Joseph Erlinger, formerly President - International Operated Markets, as President, McDonald’s USA. Prior to the appointment of Mr. Kempczinski, 51, as President and Chief Executive Officer, he served as President, McDonald’s USA, a position he held since January 2017. Prior to that, Mr.

Election of Directors; Appointment of Certain Officers; Compensation Arrangements of Certain Officers. (b) On March 19, 2019, Director Jeanne Jackson informed McDonald’s Corporation (the “Company”) that she has decided not to stand for re-election at the Company’s 2019 Annual Meeting of Shareholders.

(e) Compensatory Arrangements of Certain Officers Awards to Certain Executive Officers under the Target Incentive Plan (“TIP”) for 2019 The Compensation Committee (the “Committee”) of the Board of Directors of McDonald's Corporation (the “Company”) approved the payout structure for the 2019 TIP awards for executives. The target 2019 TIP awards for the Company’s “named executive officers” for whom disclosure was required in the Company’s most recent proxy statement (and who remain employed with the Company) are as shown in the table below. Name Position Target TIP Award as a Percentage of Base Salary Stephen Easterbrook President and Chief Executive Officer 180% Kevin Ozan Executive Vice President and Chief Financial Officer 100% Christopher Kempczinski President, McDonald's U.S.A.

Election of Directors; Appointment of Certain Officers; Compensation Arrangements of Certain Officers. (d) On January 14, 2019, the Board of Directors of McDonald’s Corporation (the “Company”) increased the size of the Company’s Board of Directors (the “Board”) by one to a total of 12 Directors and on the same date elected Paul Walsh as Director. The Board has not elected Mr. Walsh to any Board Committee at this time. The press release announcing Mr. Walsh’s election to the Board is furnished as Exhibit 99 to this Form 8-K.

Election of Directors; Appointment of Certain Officers; Compensation Arrangements of Certain Officers. In connection with Doug Goare’s retirement, the Compensation Committee (the “Committee”) of the Board of Directors of the Company waived the notice and service requirements applicable to the restricted stock units (“RSUs”) and stock options awarded to Mr. Goare in 2018. This waiver will permit Mr. Goare to continue to vest in these awards, subject to original vesting schedules and, for RSUs, applicable performance conditions. The Committee’s action did not result in the provision of any additional benefits or the acceleration of any awards. In addition, the Committee approved a cash payment in the amount of $183,000 for Mr. Goare. In exchange for the waiver and cash payment, the non-compete period following Mr.

Election of Directors; Appointment of Certain Officers; Compensation Arrangements of Certain Officers. On September 20, 2018, Doug Goare, President, International Lead Markets & Chief Restaurant Officer notified McDonald’s Corporation (the “Company”) that he will retire from the Company, effective December 31, 2018.

(e) Compensatory Arrangements of Certain Officers Awards to Certain Executive Officers under the Target Incentive Plan (“TIP”) for 2018 On February 19, 2018, the Compensation Committee (the “Committee”) of the Board of Directors of McDonald's Corporation (the “Company”) approved the payout structure for the 2018 TIP awards for executives. The target 2018 TIP awards for the Company’s “named executive officers” for whom disclosure was required in the Company’s most recent proxy statement (and who remain employed with the Company) are as shown in the table below.

(e) Compensatory Arrangements of Certain Officers Awards to Certain Executive Officers under the Target Incentive Plan (“TIP”) for 2017 On February 9, 2017, the Compensation Committee (the “Committee”) of the Board of Directors of McDonald's Corporation (the “Company”) approved the payout structure for the 2017 TIP awards for executives. The target 2017 TIP awards for the Company’s “named executive officers” for whom disclosure was required in the Company’s most recent proxy statement (and who remain employed with the Company) are as shown in the table below.

Election of Directors; Appointment of Certain Officers; Compensation Arrangements of Certain Officers. (b) On December 5, 2016, Director Walter Massey informed McDonald’s Corporation (the “Company”) that he intends to retire from the Company’s Board of Directors effective as of the 2017 Annual Shareholders’ Meeting.

Election of Directors; Appointment of Certain Officers; Compensation Arrangements of Certain Officers. (e) On October 10, 2016, the Compensation Committee (the “Committee”) of the Board of Directors of McDonald’s Corporation (the “Company”) approved an increase in the 2017 target award under the Company’s Target Incentive Plan (“TIP”) for Chris Kempczinski, Executive Vice President of Strategy, Business Development and Innovation, to 90% of his December 31, 2017 base salary. Mr. Kempczinski’s 2016 TIP target was set at 80%. The Committee determined it was appropriate to increase Mr. Kempczinski's 2017 TIP target in light of his election as President, McDonald’s USA, effective January 1, 2017.

Election of Directors; Appointment of Certain Officers; Compensation Arrangements of Certain Officers. (c) On September 28, 2016, Catherine A. Hoovel, 45, was elected Corporate Vice President and Chief Accounting Officer of McDonald's Corporation (the “Company"), effective on October 1, 2016. Ms. Hoovel currently serves as controller for the McDonald’s restaurants owned and operated by McDonald’s USA, a position she has held since April 2014. Prior to that time, Ms. Hoovel served in various corporate and regional finance roles across the organization since March 1996. In connection with Ms. Hoovel’s promotion, she received a 13.4% salary increase and her annual cash bonus plan target increased from 30% of year-end base salary, to 50% of year-end base salary.

Election of Directors; Appointment of Certain Officers; Compensation Arrangements of Certain Officers. (b) On September 16, 2016, David Hoffmann, President, High Growth Markets, notified McDonald's Corporation (the “Company”) of his intention to resign from the Company. As a result of Mr. Hoffmann’s failure to satisfy certain conditions upon his departure, including execution of a non-compete agreement, Mr. Hoffmann will forgo favorable post-termination treatment and will forfeit certain benefits, including all unvested cash and equity incentive awards. Effective immediately, Joseph Erlinger will lead the Company’s High Growth Markets. Mr. Erlinger currently serves as Chief Financial Officer, High Growth Markets. Prior to his current role, Mr. Erlinger served as Managing Director of McDonald’s South Korea and prior to that as General Manager of the Indianapolis region.

Election of Directors; Appointment of Certain Officers; Compensation Arrangements of Certain Officers. (b) On July 28, 2016, Peter J. Bensen, Chief Administrative Officer, notified McDonald's Corporation (the “Company”) that he will retire from the Company, effective September 2, 2016. (e) In connection with Mr. Bensen’s retirement, the Compensation Committee (the “Committee”) of the Board of Directors of the Company agreed to waive certain notice and service requirements pursuant to the terms of his 2016 restricted stock unit (“RSU”) and stock option awards. These waivers will permit Mr. Bensen, upon retirement, to vest in all outstanding RSU awards, subject to the original performance-based vesting conditions, and to continue to vest in his outstanding stock options pursuant to the original vesting schedule, which shall remain outstanding until the original expiration date.

(e) Compensatory Arrangements of Certain Officers Changes to Certain Executive Officers’ Base Salaries On February 11, 2016, the Compensation Committee (the “Committee”) of the Board of Directors of McDonald’s Corporation (the “Company”), approved the following base salary adjustments, effective March 1, 2016: • Stephen Easterbrook’s base salary was increased to $1,300,000 (an 18.2% increase); • Kevin Ozan’s base salary was increased to $700,000 (a 16.7% increase); and • Doug Goare’s base salary was increased to $650,000 (a 10.2% increase). Awards to Certain Executive Officers under the Target Incentive Plan (“TIP”) for 2016 On February 11, 2016, the Committee approved the payout structure for the 2016 TIP awards for executives.