David Chan Shear - Dec 15, 2023 Form 4 Insider Report for Restaurant Brands International Inc. (QSR)

Role
President, International
Signature
/s/ Michele Keusch, as Attorney-in-Fact for David Chan Shear
Stock symbol
QSR
Transactions as of
Dec 15, 2023
Transactions value $
-$196,083
Form type
4
Date filed
12/19/2023, 05:29 PM
Previous filing
Oct 6, 2023
Next filing
Jan 3, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction QSR Common Shares Options Exercise $0 +5.63K +3.21% $0.00 181K Dec 15, 2023 Direct
transaction QSR Common Shares Sale -$196K -2.66K -1.47% $73.68 178K Dec 15, 2023 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 Restricted Share Units Options Exercise $0 -5.63K -25% $0.00 16.9K Dec 15, 2023 Common Shares 5.63K Direct F2, F3
holding QSR Exchangeable Units 2.55K Dec 15, 2023 Common Shares 2.55K Direct F4
holding QSR Restricted Share Units 10K Dec 15, 2023 Common Shares 10K Direct F2, F5
holding QSR Performance Share Units 59.1K Dec 15, 2023 Common Shares 59.1K Direct F6
holding QSR Option (Right to Buy) 25K Dec 15, 2023 Common Shares 25K $66.31 Direct
holding QSR Restricted Share Units 6.92K Dec 15, 2023 Common Shares 6.92K Direct F2, F7
holding QSR Performance Share Units 28.7K Dec 15, 2023 Common Shares 28.7K Direct F8
holding QSR Performance Share Units 22.2K Dec 15, 2023 Common Shares 22.2K Direct F9
holding QSR Restricted Share Units 6.05K Dec 15, 2023 Common Shares 6.05K Direct F2, F10
holding QSR Restricted Share Units 5.89K Dec 15, 2023 Common Shares 5.89K Direct F2, F11
holding QSR Performance Share Units 36.9K Dec 15, 2023 Common Shares 36.9K Direct F12
holding QSR Restricted Share Units 15.1K Dec 15, 2023 Common Shares 15.1K Direct F2, F13
holding QSR Performance Share Units 63K Dec 15, 2023 Common Shares 63K Direct F14
holding QSR Performance Share Units 75.6K Dec 15, 2023 Common Shares 75.6K Direct F15
* 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 restricted share units.
F2 Each restricted share unit represents a contingent right to receive one common share.
F3 These restricted share units vest in equal installments on December 15, 2023, December 15, 2024, December 15, 2025 and December 15, 2026.
F4 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 shares 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 Limited Partnership (subject to the consent of the Restaurant Brands International Inc. conflicts committee, in certain circumstances). This conversion right has no expiration date.
F5 These restricted share units vest on December 31, 2023.
F6 The shares reported represent an award of performance based restricted share units ("2019 PBRSUs") granted to the Reporting Person. The 2019 PBRSUs have a performance period ending December 31, 2021 and will vest on February 22, 2024, which is the fifth anniversary of the grant date.
F7 These restricted share units vest on December 31, 2024.
F8 The shares reported represent an award of performance based restricted share units (the "2020-1 PBRSUs") granted to the Reporting Person. The 2020-1 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.
F9 The shares reported represent an award of performance based restricted share units (the "2020-2 PBRSUs") granted to the Reporting Person. The 2020-2 PBRSUs have a performance period ending December 31, 2021 and will vest on February 21, 2025.
F10 These restricted share units vest in equal installments on December 31, 2021, December 31, 2022 and December 31, 2023.
F11 These restricted share units vest in equal installments on December 31, 2021, December 31, 2022, December 31, 2023 and December 31, 2024.
F12 The shares reported represent an award of performance based restricted share untes ("2021 PBRSUs") granted to the Reporting Person. The 2021 PBRSUs will have a performance period beginning January 1, 2021 and ending December 31, 2023 and to the extent earned will vest on February 19, 2024. 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 31, 2022, December 31, 2023, December 31, 2024 and December 31, 2025.
F14 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.
F15 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.