Jose E. Cil - 31 Dec 2021 Form 4 Insider Report for Restaurant Brands International Inc. (QSR)

Signature
/s/ Michele Keusch, as Attorney-in-Fact for Jose Cil
Issuer symbol
QSR
Transactions as of
31 Dec 2021
Net transactions value
$0
Form type
4
Filing time
04 Jan 2022, 16:55:02 UTC
Previous filing
07 Oct 2021
Next filing
07 Jan 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction QSR Common Shares Options Exercise +19,210 +9.1% 229,710 31 Dec 2021 Direct F1
transaction QSR Common Shares Options Exercise +16,914 +7.4% 246,624 31 Dec 2021 Direct F1
transaction QSR Common Shares Options Exercise +7,141 +2.9% 253,764 31 Dec 2021 Direct F1
holding QSR Common Shares 46,500 31 Dec 2021 By Trust F2
holding QSR Common Shares 45,620 31 Dec 2021 By Trust F3
holding QSR Common Shares 140,300 31 Dec 2021 By Trust F4
holding QSR Common Shares 13,750 31 Dec 2021 By Trust F5
holding QSR Common Shares 189,750 31 Dec 2021 By Trust F6
holding QSR Common Shares 49,080 31 Dec 2021 By GRAT F7
holding QSR Common Shares 40,120 31 Dec 2021 By GRAT F8

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 -19,210 -100% $0.000000* 0 31 Dec 2021 Common Shares 19,210 Direct F11, F12
transaction QSR Restricted Share Units Options Exercise $0 -16,914 -33% $0.000000 33,828 31 Dec 2021 Common Shares 16,914 Direct F11, F19
transaction QSR Restricted Share Units Options Exercise $0 -7,141 -25% $0.000000 21,422 31 Dec 2021 Common Shares 7,141 Direct F11, F20
holding QSR Exchangeable units 105,758 31 Dec 2021 Common Shares 105,758 Direct F9
holding QSR Option (right to buy) 35,967 31 Dec 2021 Common Shares 35,967 $42.26 Direct F10
holding QSR Option (right to buy) 166,667 31 Dec 2021 Common Shares 166,667 $42.26 Direct F10
holding QSR Option (right to buy) 118,237 31 Dec 2021 Common Shares 118,237 $33.67 Direct F10
holding QSR Restricted Share Units 18,058 31 Dec 2021 Common Shares 18,058 Direct F11, F13
holding QSR Performance Share Units 252,435 31 Dec 2021 Common Shares 252,435 Direct F14
holding QSR Restricted Share Units 15,813 31 Dec 2021 Common Shares 15,813 Direct F11, F15
holding QSR Performance Share Units 302,763 31 Dec 2021 Common Shares 302,763 Direct F16
holding QSR Restricted Share Units 18,364 31 Dec 2021 Common Shares 18,364 Direct F11, F17
holding QSR Performance Share Units 267,232 31 Dec 2021 Common Shares 267,232 Direct F18
holding QSR Performance Share Units 103,021 31 Dec 2021 Common Shares 103,021 Direct F21
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents the vesting of the Reporting Person's restricted stock units, which will settle shortly thereafter. Any shares that are withheld or sold to satisfy tax obligations will be reported separately in connection with the settlement.
F2 These shares are held by an irrevocable life insurance trust for the benefit of the Reporting Person's children and other family members. The Reporting Person's family member is the trustee of such trust.
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 and his spouse and children.
F4 These shares are held by an irrevocable family trust for the benefit of the Reporting Person's spouse and children. The Reporting Person retains investment control over the Issuer securities held by such trust.
F5 These shares are held by a revocable trust, of which the Reporting Person's spouse is the settlor and trustee for the benefit of the Reporting Person and his spouse and children.
F6 These shares are held by an irrevocable family trust for the benefit of the Reporting Person and his children. The Reporting Person retains investment control over the Issuer securities held by such trust.
F7 These shares are held by the Reporting Person's 2020 grantor retained annuity trust ("2020 GRAT"), of which the Reporting Person is the trustee and annuitant.
F8 These shares are held by the Reporting Person's 2021 grantor retained annuity trust ("2021 GRAT"), of which the Reporting Person is the trustee and annuitant.
F9 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.
F10 These options are immediately exercisable.
F11 Each restricted share unit represents a contingent right to receive one common share.
F12 These restricted share units vest on December 31, 2021.
F13 These restricted share units vest on December 31, 2022.
F14 The shares reported represent an award of performance based restricted share units ("2018 PBRSUs") granted to the Reporting Person. The 2018 PBRSUs had a three-year performance period beginning January 1, 2015 and ending December 31, 2018 and will vest 100% on February 23, 2023, which is the fifth anniversary of the grant date.
F15 These restricted share units vest on December 31, 2023.
F16 The shares reported represent an award of performance based restricted share units ("2019 PBRSUs") granted to the Reporting Person. The 2019 PBRSUs will have a performance period ending December 31, 2021 and to the extent earned will vest on February 21, 2024, which is the fifth anniversary of the grant date. The number of common shares that will be earned at the end of the performance period is subject to decrease based on the results of the performance condition.
F17 These restricted share units vest on December 31, 2024.
F18 The shares reported represent an award of performance based restricted share units ("2020 PBRSUs") granted to the Reporting Person. The 2020 PBRSUs will have a performance period ending December 31, 2021 and to the extent earned will vest on February 21, 2025, which is the fifth anniversary of the grant date. The number of common shares that will be earned at the end of the performance period is subject to decrease based on the results of the performance condition.
F19 These restricted share units vest in equal installments on December 31, 2021, December 31, 2022 and December 31, 2023.
F20 These restricted share units vest in equal installments on December 31, 2021, December 31, 2022, December 31, 2023 and December 31, 2024.
F21 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.