Edgar Filing: DeBiase Francesca A.

Ownership Submission

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Â DeBiase Francesca A.

2. Date of Event Requiring Statement (Month/Day/Year)
04/01/2018

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

(Last)

(First)

(Middle)

MCDONALD'S CORPORATION,Â 2915 JORIE BLVD.

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

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
EVP-Worldwide Supp Chain & Sus

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

(Street)

OAK BROOK,Â ILÂ 60523

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

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)
Common Stock	10,391	D	Â

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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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 of Derivative Security: 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		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Options (Right to Buy)	Â ⁽¹⁾	02/09/2021	Common Stock	6,915	$ 75.93	D	Â
Options (Right to Buy)	Â ⁽¹⁾	02/08/2022	Common Stock	8,221	$ 100.05	D	Â
Options (Right to Buy)	Â ⁽¹⁾	02/13/2023	Common Stock	6,649	$ 94	D	Â
Options (Right to Buy)	Â ⁽¹⁾	02/12/2024	Common Stock	791	$ 94.89	D	Â
Options (Right to Buy)	Â ⁽¹⁾	02/12/2024	Common Stock	6,586	$ 94.89	D	Â
Options (Right to Buy)	Â ⁽¹⁾	03/16/2025	Common Stock	9,080	$ 97.15	D	Â
Options (Right to Buy)	Â ⁽¹⁾	02/11/2026	Common Stock	12,850	$ 116.73	D	Â
Options (Right to Buy)	Â ⁽¹⁾	03/08/2027	Common Stock	14,265	$ 128.09	D	Â
Options (Right to Buy)	Â ⁽¹⁾	02/19/2028	Common Stock	11,555	$ 157.79	D	Â
Restricted Stock Units	02/19/2021	02/19/2021	Common Stock	6,338	$ ⁽²⁾	D	Â
Restricted Stock Units	02/11/2019⁽³⁾	02/11/2019	Common Stock	1,928 ⁽³⁾	$ ⁽²⁾	D	Â
Restricted Stock Units	03/08/2020⁽⁴⁾	03/08/2020	Common Stock	1,855 ⁽⁴⁾	$ ⁽²⁾	D	Â
Restricted Stock Units	02/19/2021⁽⁵⁾	02/19/2021	Common Stock	1,736 ⁽⁵⁾	$ ⁽⁶⁾	D	Â

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
DeBiase Francesca A. MCDONALD'S CORPORATION 2915 JORIE BLVD. OAK BROOK,Â ILÂ 60523	Â	Â	Â EVP-Worldwide Supp Chain & Sus	Â

Signatures

/s/ Christopher Weber, Attorney-in-fact		04/10/2018
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	Options become exercisable in 25% increments on the first, second, third and fourth anniversary dates of the grant.
(2)	Each restricted stock unit ("RSU") represents a right to acquire one share of McDonald's Corporation common stock. Upon vesting, payout of the RSUs will be in the form of shares or, at the discretion of the Compensation Committee of the Board of Directors (the "Committee"), the cash value thereof. No dividend, voting or other shareholder rights attach to the RSUs until they vest and only if the payout upon vesting is in shares of common stock.
(3)	Subject to performance-based vesting conditions linked to net income growth and return on incremental invested capital ("ROIIC") for the period of January 1, 2016 through December 31, 2018. If McDonald's Corporation satisfies both the net income and ROIIC thresholds, then the number of RSUs that vest may be increased or decreased based upon the McDonald's Corporation total shareholder return relative to the S&P 500 Index over the period of 2016 through 2018. The number of RSUs earned will range from 50% to 150% of the target number of RSUs granted.
(4)	Subject to performance-based vesting conditions linked to net income growth and ROIIC for the period of January 1, 2017 through December 31, 2019. If McDonald's Corporation satisfies both the net income and ROIIC thresholds, then the number of RSUs that vest may be increased or decreased based upon the McDonald's Corporation total shareholder return relative to the S&P 500 Index over the period of 2017 through 2019. The number of RSUs earned will range from 50% to 150% of the target number of RSUs granted.
(5)	Subject to performance-based vesting conditions linked to diluted earnings per share ("EPS") growth and ROIIC for the period of January 1, 2018 through December 31, 2020. If McDonald's Corporation satisfies both the EPS and ROIIC thresholds, then the number of RSUs that vest may be increased or decreased based upon the McDonald's Corporation total shareholder return relative to the S&P 500 Index over the period of 2018 through 2020. The number of RSUs earned will range from 50% to 150% of the target number of RSUs granted.
(6)	Each restricted stock unit represents a right to acquire one share of McDonald's Corporation common stock. Upon vesting, payout of the RSUs will be in the form of shares or, at the discretion of the Committee, the cash value thereof.

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