David Chan Shear - 31 Dec 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
Issuer symbol
QSR
Transactions as of
31 Dec 2022
Net transactions value
$0
Form type
4
Filing time
04 Jan 2023, 16:28:33 UTC
Previous filing
23 Nov 2022
Next filing
06 Jan 2023
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 +9,220 +5.9% 166,488 31 Dec 2022 Direct F1
transaction QSR Common Shares Options Exercise +5,858 +3.5% 172,345 31 Dec 2022 Direct F1
transaction QSR Common Shares Options Exercise +2,850 +1.7% 175,195 31 Dec 2022 Direct F1
transaction QSR Common Shares Options Exercise +4,889 +2.8% 180,084 31 Dec 2022 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 -9,220 -100% $0.000000* 0 31 Dec 2022 Common Shares 9,220 Direct F4, F5
transaction QSR Restricted Share Units Options Exercise $0 -5,858 -50% $0.000000 5,858 31 Dec 2022 Common Shares 5,858 Direct F4, F11
transaction QSR Restricted Share Units Options Exercise $0 -2,850 -33% $0.000000 5,698 31 Dec 2022 Common Shares 2,850 Direct F4, F12
transaction QSR Restricted Share Units Options Exercise $0 -4,889 -25% $0.000000 14,664 31 Dec 2022 Common Shares 4,889 Direct F4, F14
holding QSR Exchangeable Units 2,545 31 Dec 2022 Common Shares 2,545 Direct F2
holding QSR Option (Right to Buy) 100,000 31 Dec 2022 Common Shares 100,000 $55.55 Direct F3
holding QSR Option (right to Buy) 40,000 31 Dec 2022 Common Shares 40,000 $58.44 Direct
holding QSR Restricted Share Units 9,680 31 Dec 2022 Common Shares 9,680 Direct F4, F6
holding QSR Performance Share Units 57,192 31 Dec 2022 Common Shares 57,192 Direct F7
holding QSR Option (Right to Buy) 25,000 31 Dec 2022 Common Shares 25,000 $66.31 Direct
holding QSR Restricted Share Units 6,699 31 Dec 2022 Common Shares 6,699 Direct F4, F8
holding QSR Performance Share Units 27,764 31 Dec 2022 Common Shares 27,764 Direct F9
holding QSR Performance Share Units 21,487 31 Dec 2022 Common Shares 21,487 Direct F10
holding QSR Performance Share Units 35,678 31 Dec 2022 Common Shares 35,678 Direct F13
holding QSR Performance Share Units 60,992 31 Dec 2022 Common Shares 60,992 Direct F15
* 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 share 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 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.
F3 These options are immediately exercisable.
F4 Each restricted share unit represents a contingent right to receive one common share.
F5 These restricted share units vest on December 31, 2022.
F6 These restricted share units vest on December 31, 2023.
F7 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.
F8 These restricted share units vest on December 31, 2024.
F9 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.
F10 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.
F11 These restricted share units vest in equal installments on December 31, 2021, December 31, 2022 and December 31, 2023.
F12 These restricted share units vest in equal installments on December 31, 2021, December 31, 2022, December 31, 2023 and December 31, 2024.
F13 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.
F14 These restricted share units vest in equal installments on December 31, 2022, December 31, 2023, December 31, 2024 and December 31, 2025.
F15 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.