David Chan Shear - Nov 22, 2022 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
Nov 22, 2022
Transactions value $
-$4,327,356
Form type
4
Date filed
11/23/2022, 03:50 PM
Previous filing
Oct 7, 2022
Next filing
Jan 4, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction QSR Common Shares Options Exercise $7.16M +169K +107.76% $42.26 327K Nov 22, 2022 Direct
transaction QSR Common Shares Sale -$11.3M -166K -50.86% $67.78 161K Nov 22, 2022 Direct F1
transaction QSR Common Shares Sale -$226K -3.3K -2.06% $68.47 157K Nov 22, 2022 Direct 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 Option (Right to Buy) Options Exercise $0 -169K -100% $0.00* 0 Nov 22, 2022 Common Shares 169K $42.26 Direct F4
holding QSR Exchangeable Units 2.55K Nov 22, 2022 Common Shares 2.55K Direct F3
holding QSR Option (Right to Buy) 100K Nov 22, 2022 Common Shares 100K $55.55 Direct F4
holding QSR Option (right to Buy) 40K Nov 22, 2022 Common Shares 40K $58.44 Direct
holding QSR Restricted Share Units 9.22K Nov 22, 2022 Common Shares 9.22K Direct F5, F6
holding QSR Restricted Share Units 9.68K Nov 22, 2022 Common Shares 9.68K Direct F5, F7
holding QSR Performance Share Units 57.2K Nov 22, 2022 Common Shares 57.2K Direct F8
holding QSR Option (Right to Buy) 25K Nov 22, 2022 Common Shares 25K $66.31 Direct
holding QSR Restricted Share Units 6.7K Nov 22, 2022 Common Shares 6.7K Direct F5, F9
holding QSR Performance Share Units 27.8K Nov 22, 2022 Common Shares 27.8K Direct F10
holding QSR Performance Share Units 21.5K Nov 22, 2022 Common Shares 21.5K Direct F11
holding QSR Restricted Share Units 11.7K Nov 22, 2022 Common Shares 11.7K Direct F5, F12
holding QSR Restricted Share Units 8.55K Nov 22, 2022 Common Shares 8.55K Direct F5, F13
holding QSR Performance Share Units 35.7K Nov 22, 2022 Common Shares 35.7K Direct F14
holding QSR Restricted Share Units 19.6K Nov 22, 2022 Common Shares 19.6K Direct F5, F15
holding QSR Performance Share Units 61K Nov 22, 2022 Common Shares 61K Direct F16
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents the weighted average price of the shares sold. The reported shares were sold at prices ranging from USD$67.42 to USD$68.415 per share. The Reporting Person, upon request, will provide the Securities and Exchange Commission staff, the issuer or a security holder of the issuer full information regarding the number of shares sold at each separate price.
F2 Represents the weighted average price of the shares sold. The reported shares were sold at prices ranging from USD$68.42 to USD$68.525 per share. The Reporting Person, upon request, will provide the Securities and Exchange Commission staff, the issuer or a security holder of the issuer full information regarding the number of shares sold at each separate price.
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 These options are immediately exercisable.
F5 Each restricted share unit represents a contingent right to receive one common share.
F6 These restricted share units vest on December 31, 2022.
F7 These restricted share units vest on December 31, 2023.
F8 The shares reported represent an award of performance based restricted share units (the "2019 PBRSUs") granted to the Reporting Person. The 2019 PBRSUs have a performance period ending December 31, 2021 and will vest on February 21, 2024, which is the fifth anniversary of the grant date.
F9 These restricted share units vest on December 31, 2024.
F10 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.
F11 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.
F12 These restricted share units vest in equal installments on December 31, 2021, December 31, 2022 and December 31, 2023.
F13 These restricted share units vest in equal installments on December 31, 2021, December 31, 2022, December 31, 2023 and December 31, 2024.
F14 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.
F15 These restricted share units vest in equal installments on December 31, 2022, December 31, 2023, December 31, 2024 and December 31, 2025.
F16 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.