Jacqueline Friesner - 31 Dec 2022 Form 4 Insider Report for Restaurant Brands International Inc. (QSR)

Role
SVP, Controller and Principal Accounting Officer
Signature
/s/ Michele Keusch, As Attorney-in-Fact for Jacqueline Friesner
Issuer symbol
QSR
Transactions as of
31 Dec 2022
Net transactions value
$0
Form type
4
Filing time
04 Jan 2023, 16:30:37 UTC
Previous filing
07 Oct 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 +4,122 +3.5% 121,718 31 Dec 2022 Direct F1
transaction QSR Common Shares Options Exercise +3,994 +3.3% 125,712 31 Dec 2022 Direct F1
transaction QSR Common Shares Options Exercise +1,239 +0.99% 126,950 31 Dec 2022 Direct F1
transaction QSR Common Shares Options Exercise +1,863 +1.5% 128,813 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 -4,122 -100% $0.000000* 0 31 Dec 2022 Common Shares 4,122 Direct F4, F5
transaction QSR Restricted Share Units Options Exercise $0 -3,994 -33% $0.000000 7,988 31 Dec 2022 Common Shares 3,994 Direct F4, F10
transaction QSR Restricted Share Units Options Exercise $0 -1,239 -33% $0.000000 2,476 31 Dec 2022 Common Shares 1,239 Direct F4, F10
transaction QSR Restricted Share Units Options Exercise $0 -1,863 -25% $0.000000 5,587 31 Dec 2022 Common Shares 1,863 Direct F4, F11
holding QSR Exchangeable units 9,098 31 Dec 2022 Common Shares 9,098 Direct F2
holding QSR Option (right to buy) 50,000 31 Dec 2022 Common Shares 50,000 $33.67 Direct F3
holding QSR Option (right to buy) 20,000 31 Dec 2022 Common Shares 20,000 $55.55 Direct F3
holding QSR Restricted Share Units 5,049 31 Dec 2022 Common Shares 5,049 Direct F4, F6
holding QSR Performance Share Units 22,877 31 Dec 2022 Common Shares 22,877 Direct F7
holding QSR Restricted Share Units 4,058 31 Dec 2022 Common Shares 4,058 Direct F4, F8
holding QSR Performance Share Units 11,106 31 Dec 2022 Common Shares 11,106 Direct F9
holding QSR Performance Share Units 15,248 31 Dec 2022 Common Shares 15,248 Direct F12
* 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 ("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 ("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, December 31, 2023 and December 31, 2024.
F11 These restricted share units vest in equal installments on December 31, 2022, December 31, 2023, December 31, 2024 and December 2025.
F12 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, 2022 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.

Remarks:

SVP, Controller and Principal Accounting Officer