Duncan Fulton - 15 Dec 2023 Form 4 Insider Report for Restaurant Brands International Inc. (QSR)

Role: Chief Corporate Officer
Signature: /s/ Michele Keusch, as Attorney-in-Fact for Duncan Fulton
Issuer symbol: QSR
Transactions as of: 15 Dec 2023
Net transactions value: -$89,216
Form type: 4
Filing time: 19 Dec 2023, 17:37:53 UTC
Previous filing: 06 Oct 2023
Next filing: 03 Jan 2024
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	QSR	Common Shares	Options Exercise	$0	+2,276	+17%	$0.000000	15,548	15 Dec 2023	Direct
transaction	QSR	Common Shares	Sale	$89,216	-1,218	-7.8%	$73.23	14,330	15 Dec 2023	Direct	F1, F2

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	-2,276	-25%	$0.000000	6,829	15 Dec 2023	Common Shares	2,276		Direct	F3, F4
holding	QSR	Option (Right to Buy)						60,000	15 Dec 2023	Common Shares	60,000	$63.64	Direct	F5
holding	QSR	Option (Right to Buy)						15,000	15 Dec 2023	Common Shares	15,000	$66.31	Direct
holding	QSR	Restricted Share Units						3,214	15 Dec 2023	Common Shares	3,214		Direct	F3, F6
holding	QSR	Restricted Share Units						3,018	15 Dec 2023	Common Shares	3,018		Direct	F3, F7
holding	QSR	Performance Share Units						59,065	15 Dec 2023	Common Shares	59,065		Direct	F8
holding	QSR	Performance Share Units						28,673	15 Dec 2023	Common Shares	28,673		Direct	F9
holding	QSR	Restricted Share Units						3,025	15 Dec 2023	Common Shares	3,025		Direct	F3, F10
holding	QSR	Restricted Share Units						3,683	15 Dec 2023	Common Shares	3,683		Direct	F3, F11
holding	QSR	Performance Share Units						18,424	15 Dec 2023	Common Shares	18,424		Direct	F12
holding	QSR	Restricted Share Units						8,960	15 Dec 2023	Common Shares	8,960		Direct	F3, F13
holding	QSR	Performance Share Units						26,004	15 Dec 2023	Common Shares	26,004		Direct	F14
holding	QSR	Performance Share Units						22,297	15 Dec 2023	Common Shares	22,297		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	The reported shares were sold in Canadian dollars at a price of CAD$97.97 per share. The purchase price was converted into its U.S. dollar equivalent using the Bank of Canada daily exchange rate on the sale date.
F3	Each restricted share unit represents a contingent right to receive one common share.
F4	These restricted share units vest in equal installments on December 15, 2023, December 15, 2024, December 15, 2025 and December 15, 2026.
F5	These options are fully vested and exercisable.
F6	These restricted share units vest on December 31, 2023.
F7	These restricted share units vest on December 31, 2024.
F8	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.
F9	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.
F10	These restricted share units vest in equal installments on December 31, 2021, December 31, 2022 and December 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 units ("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.