David Chan Shear - Feb 19, 2024 Form 4 Insider Report for Restaurant Brands International Inc. (QSR)

Signature
/s/ Michele Keusch, as Attorney-in-Fact for David Chan Shear
Stock symbol
QSR
Transactions as of
Feb 19, 2024
Transactions value $
-$1,338,785
Form type
4
Date filed
2/21/2024, 06:00 PM
Previous filing
Jan 8, 2024
Next filing
Feb 26, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction QSR Common Shares Options Exercise $0 +37.1K +19.43% $0.00 228K Feb 19, 2024 Direct
transaction QSR Common Shares Sale -$1.34M -17.6K -7.7% $76.26 211K Feb 20, 2024 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 -37.1K -100% $0.00* 0 Feb 19, 2024 Common Shares 37.1K Direct F2
holding QSR Exchangeable Units 2.55K Feb 19, 2024 Common Shares 2.55K Direct F3
holding QSR Performance Share Units 59.5K Feb 19, 2024 Common Shares 59.5K Direct F4
holding QSR Option (Right to Buy) 25K Feb 19, 2024 Common Shares 25K $66.31 Direct
holding QSR Restricted Share Units 6.97K Feb 19, 2024 Common Shares 6.97K Direct F5, F6
holding QSR Performance Share Units 28.9K Feb 19, 2024 Common Shares 28.9K Direct F7
holding QSR Performance Share Units 22.4K Feb 19, 2024 Common Shares 22.4K Direct F8
holding QSR Restricted Share Units 2.96K Feb 19, 2024 Common Shares 2.96K Direct F5, F9
holding QSR Restricted Share Units 10.2K Feb 19, 2024 Common Shares 10.2K Direct F5, F10
holding QSR Performance Share Units 63.4K Feb 19, 2024 Common Shares 63.4K Direct F11
holding QSR Restricted Share Units 17K Feb 19, 2024 Common Shares 17K Direct F5, F12
holding QSR Performance Share Units 76.1K Feb 19, 2024 Common Shares 76.1K Direct F13
* 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 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, 2021 and to the extent earned will vest 100% on February 19, 2024.
F3 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.
F4 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.
F5 Each restricted share unit represents a contingent right to receive one common share.
F6 These restricted share units vest on December 31, 2024.
F7 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.
F8 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.
F9 These restricted share units vest in equal installments on December 31, 2021, December 31, 2022, December 31, 2023 and December 31, 2024.
F10 These restricted share units vest in equal installments on December 31, 2022, December 31, 2023, December 31, 2024 and December 25, 2025.
F11 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 100% 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.
F12 These restricted share units vest in equal installments on December 15, 2023, December 15, 2024, December 15, 2025 and December 15, 2026.
F13 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.