THIAGO SANTELMO - 21 Feb 2025 Form 4 Insider Report for Restaurant Brands International Inc. (QSR)

Signature
/s/ Michele Keusch, as Attorney-in-Fact for Thiago T. Santelmo
Issuer symbol
QSR
Transactions as of
21 Feb 2025
Transactions value $
-$209,171
Form type
4
Filing time
25 Feb 2025, 17:52:41 UTC
Previous filing
07 Jan 2025
Next filing
27 Feb 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction QSR Common Shares Options Exercise $0 +8,953 +27.2% $0.000000 41,890 21 Feb 2025 Direct
transaction QSR Common Shares Sale -$209,170 -3,355 -8.01% $62.35 38,535 21 Feb 2025 Direct F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction QSR Performance Share Units Options Exercise $0 -8,953 -100% $0.000000 0 21 Feb 2025 Common Shares 8,953 Direct F4
holding QSR Exchangeable Units 205 21 Feb 2025 Common Shares 205 Direct F2
holding QSR Option (Right to Buy) 10,000 21 Feb 2025 Common Shares 10,000 $55.55 Direct F3
holding QSR Option (Right to Buy) 10,000 21 Feb 2025 Common Shares 10,000 $58.44 Direct F3
holding QSR Option (Right to Buy) 30,000 21 Feb 2025 Common Shares 30,000 $64.75 Direct F3
holding QSR Option (Right to Buy) 7,500 21 Feb 2025 Common Shares 7,500 $66.31 Direct F3
holding QSR Restricted Share Units 1,810 21 Feb 2025 Common Shares 1,810 Direct F5, F6, F7
holding QSR Restricted Share Units 4,216 21 Feb 2025 Common Shares 4,216 Direct F5, F8
holding QSR Performance Share Units 21,853 21 Feb 2025 Common Shares 21,853 Direct F9
holding QSR Restricted Share Units 4,383 21 Feb 2025 Common Shares 4,383 Direct F5, F10
holding QSR Performance Share Units 18,880 21 Feb 2025 Common Shares 18,880 Direct F11
holding QSR Performance Share Units 29,526 21 Feb 2025 Common Shares 29,526 Direct F12
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents shares sold to cover withholding taxes on the settlement of the vesting of the Reporting Person's performance share units.
F2 Each Restaurant Brands International Limited Partnership exchangeable unit is convertible, at the Reporting Person's election, into common shares of Restaurant Brands International Inc. or a cash amount equal to a prescribed cash amount determined by reference to the weighted average trading price of Restaurant Brands International Inc.'s common share on the New York Stock Exchange for the 20 consecutive trading days ending on the last business day prior to the exchange date, at the sole discretion of the general partner of Restaurant Brands International Partnership (subject to the consent of the Restaurant Brands International Inc. conflicts committee, in certain circumstances). This conversion right has no expiration date.
F3 These options are fully vested and exercisable.
F4 The shares reported represent an award of performance based restricted share units ("2020 PBRSUs") granted to the Reporting Person. The 2020 PBRSUs have a performance period ending December 31, 2021 and will vest on February 21, 2025, which is the fifth anniversary of the grant date.
F5 Each restricted share units represent a contingent right to receive one common share.
F6 These restricted share units vest in equal installments on December 31, 2022, December 31, 2023, December 31, 2024 and December 31, 2025.
F7 These restricted share units vest in equal installments on December 31, 2022, December 31, 2023, December 31, 2024 and December 31 2025.
F8 These restricted share units vest in equal installments on December 15, 2023, December 15, 2024, December 15, 2025 and December 15, 2026.
F9 The shares reported represent an award of performance based restricted share units ("2022 PBRSUs") granted to the Reporting Person. The 2022 PBRSUs will have a performance period beginning January 1, 2021 and ending on December 31, 2024 and to the extent earned will vest on February 25, 2025, which has been selected as the vesting date of the grant. The number of common shares that will be earned at the end of the performance period is subject to increase or decrease based on the results of the performance condition.
F10 These restricted share units vest in equal installments on December 15, 2024, December 15, 2025, December 15, 2026 and December 15, 2027.
F11 The shares reported represent an award of performance based restricted share units ("2023 PBRSUs") granted to the Reporting Person. The 2023 PBRSUs will have a performance period beginning January 1, 2023 and ending December 31, 2025 and to the extent earned will vest on February 22, 2026, the number of common shares that will be earned at the end of the performance period is subject to increase or decrease based on the results of the performance condition.
F12 The shares reported represent an award of performance based share units ("2024 PSUs") granted to the Reporting Person. The 2024 PSUs will have a performance period beginning February 23, 2024 and ending February 23, 2027 and to the extent earned will vest on March 15, 2027. The number of common shares that will be earned at the end of the performance period is subject to increase or decrease based on the results of the performance period.