Sami Siddiqui - Feb 28, 2025 Form 4 Insider Report for Restaurant Brands International Inc. (QSR)

Role
Chief Financial Officer
Signature
/s/ Michele Keusch, as Attorney-in-Fact for Sami Siddiqui
Stock symbol
QSR
Transactions as of
Feb 28, 2025
Transactions value $
$174,514
Form type
4
Date filed
3/4/2025, 06:06 PM
Previous filing
Feb 27, 2025
Next filing
Mar 12, 2025
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction QSR Common Shares Award $175K +2.68K +2.92% $65.19 94.4K Feb 28, 2025 Direct F1, F2
holding QSR Common Shares 179K Feb 28, 2025 By Trust F3

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 Restricted Share Units Award $0 +10K $0.00 10K Feb 28, 2025 Common Shares 10K Direct F5, F11, F12
transaction QSR Performance Share Units Award $0 +69K $0.00 69K Feb 28, 2025 Common Shares 69K Direct F13
holding QSR Option (Right to Buy) 80K Feb 28, 2025 Common Shares 80K $55.55 Direct F4
holding QSR Option (Right to Buy) 20K Feb 28, 2025 Common Shares 20K $66.31 Direct F4
holding QSR Restricted Share Units 2.4K Feb 28, 2025 Common Shares 2.4K Direct F5, F6
holding QSR Restricted Share Units 4.74K Feb 28, 2025 Common Shares 4.74K Direct F5, F7
holding QSR Performance Share Units 39.3K Feb 28, 2025 Common Shares 39.3K Direct F8
holding QSR Restricted Share Units 10.8K Feb 28, 2025 Common Shares 10.8K Direct F5, F9
holding QSR Performance Share Units 48K Feb 28, 2025 Common Shares 48K Direct F10
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The shares reported represent common shares purchased from the Issuer by the Reporting Person upon exercise of his investment rights pursuant to the Issuer's 2024 Bonus Swap Program under its 2023 Omnibus Incentive Plan ("2023 Plan"). The Reporting Person elected to use 50% of his 2024 net bonus to purchase common shares at a purchase price of $65.19 per share ("Investment Shares").
F2 Pursuant to the Issuer's 2023 Plan, the purchase price of the Investment Shares is calculated based on the last sales price of a common share of the Issuer on the New York Stock Exchange on the trading day immediately preceding the grant date, in this case February 27, 2025.
F3 These shares are held by a revocable trust, of which the Reporting Person is the settlor and trustee for the benefit of the Reporting Person.
F4 These options are fully vested and exercisable.
F5 Each restricted share unit represents 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 15, 2023, December 15, 2024, December 15, 2025 and December 15, 2026.
F8 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.
F9 These restricted share units vest in equal installments on December 15, 2024, December 15, 2025, December 15, 2026 and December 15, 2027.
F10 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 condition.
F11 The Issuer granted the 2025 restricted share units ("2025 RSUs") to the Reporting Person pursuant to the Issuer's 2024 Bonus Swap Program under its 2023 Plan. The Reporting Person elected to use 50% of his 2024 net bonus to purchase Investment Shares and received a matching grant of 2025 RSUs in an amount equal to 50% of his gross bonus, multiplied by a multiple based on the Reporting Person's position level with the Issuer ("RSU Multiplier"), and divided by the purchase price of $65.19 per share. The RSU Multiplier was 2.25 for executive vice presidents and above. If the Reporting Person sells any of the Investment Shares, he will forfeit all of the 2025 RSUs that have not yet vested.
F12 These restricted share units vest in equal installments on December 15, 2025, December 15, 2026, December 15, 2027 and December 15, 2028.
F13 The shares reported represent an award of performance based restricted share units ("2025 PBRSUs") granted to the Reporting Person. The 2025 PBRSUs will have a performance period beginning February 28, 2025 and ending February 28, 2028 and to the extent earned will vest on March 15, 2028. 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.