Duncan Fulton - Feb 25, 2025 Form 4 Insider Report for Restaurant Brands International Inc. (QSR)

Signature
/s/ Michele Keusche, as Attorney-in-Fact for Duncan Fulton
Stock symbol
QSR
Transactions as of
Feb 25, 2025
Transactions value $
-$3,042,787
Form type
4
Date filed
2/27/2025, 05:26 PM
Previous filing
Feb 25, 2025
Next filing
Mar 4, 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction QSR Common Shares Options Exercise $0 +36.7K +81.2% $0.00 82K Feb 25, 2025 Direct F1
transaction QSR Common Shares Sale -$1.26M -19.7K -23.99% $64.30 62.3K Feb 25, 2025 Direct F2, F3
transaction QSR Common Shares Sale -$1.78M -27.5K -44.13% $64.66 34.8K Feb 27, 2025 Direct F4

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 -27.1K -100% $0.00 0 Feb 25, 2025 Common Shares 27.1K Direct F10
holding QSR Option (Right to Buy) 60K Feb 25, 2025 Common Shares 60K $63.64 Direct F5, F6
holding QSR Option (Right to Buy) 15K Feb 25, 2025 Common Shares 15K $66.31 Direct F6, F7
holding QSR Restricted Share Units 3.11K Feb 25, 2025 Common Shares 3.11K Direct F8, F9
holding QSR Restricted Share Units 4.74K Feb 25, 2025 Common Shares 4.74K Direct F8, F11
holding QSR Performance Share Units 23.2K Feb 25, 2025 Common Shares 23.2K Direct F12
holding QSR Restricted Share Units 7.45K Feb 25, 2025 Common Shares 7.45K Direct F8, F13
holding QSR Performance Share Units 20.5K Feb 25, 2025 Common Shares 20.5K Direct F14
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The 2022 PBRSUs vested at 135.76% of target based on the results of the performance condition.
F2 Represents shares sold to cover withholding taxes on the settlement of the vesting of the Reporting Person's performance share units.
F3 The reported shares were sold in Canadian dollars at a price of CAD$91.87 per share. The sale price was converted into its U.S. dollar equivalent using the Bank of Canada daily exchange rate on the sale date.
F4 Represents the weighted average price of the shares sold. The reported shares were sold at prices ranging from USD $64.28 to USD $65.15 per share. The sale price was converted into its U.S. dollar equivalent using the Bank of Canada daily exchange rate on the sale date. The Reporting Person, upon request, will provide the Securities and Exchange Commission staff, the issuer or a security holder of the issuer full information regarding the number of shares sold at each separate price.
F5 The options were issued with an exercise price of CAD $82.81. The reported exercise price represents the U.S. dollar equivalent.
F6 These options are fully vested and exercisable.
F7 The options were issued with an exercise price of CAD $88.03. The reported exercise price represents the U.S. dollar equivalent.
F8 Each restricted share unit represents a contingent right to receive one common share.
F9 These restricted share units vest in equal installments on December 31, 2022, December 31, 2023, December 31, 2024 and December 31, 2025.
F10 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, 2022 and ending December 31, 2024 and to the extent earned will vest on February 25, 2025. 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.
F11 These restricted share units vest in equal installments on December 15, 2023, December 15, 2024, December 15, 2025 and December 15, 2026.
F12 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.
F13 These restricted share units vest in equal installments on December 15, 2024, December 15, 2025, December 15, 2026 and December 15, 2027.
F14 The shares reported represent an award of perforamnce based share units ("2024 PSUs") granted to the Reporting Person. The 2024 PSUs will have a performance period beginning Febuary 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 eaned at the end of hte performance period is subject to increase or decrease based on the results of the performance condition.