Jose E. Cil - Jan 4, 2023 Form 4 Insider Report for Restaurant Brands International Inc. (QSR)

Signature
/s/ Michele Keusch, as Attorney-in-Fact for Jose Cil
Stock symbol
QSR
Transactions as of
Jan 4, 2023
Transactions value $
-$1,430,756
Form type
4
Date filed
1/6/2023, 05:24 PM
Previous filing
Jan 4, 2023
Next filing
Feb 24, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction QSR Common Shares Award $0 +464 +0.23% $0.00 199K Jan 4, 2023 Direct F1
transaction QSR Common Shares Sale -$1.43M -22K -11.04% $65.04 177K Jan 4, 2023 Direct F2
holding QSR Common Shares 46.5K Jan 4, 2023 By Trust F3
holding QSR Common Shares 45.6K Jan 4, 2023 By Trust F4
holding QSR Common Shares 145K Jan 4, 2023 By Trust F5
holding QSR Common Shares 13.8K Jan 4, 2023 By Trust F6
holding QSR Common Shares 190K Jan 4, 2023 By Trust F7
holding QSR Common Shares 17.7K Jan 4, 2023 By GRAT F8
holding QSR Common Shares 45.6K Jan 4, 2023 By GRAT F9
holding QSR Common Shares 60K Jan 4, 2023 By GRAT F10
holding QSR Common Shares 66.6K Jan 4, 2023 By GRAT F11

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 Award $0 +2.2K +0.84% $0.00 264K Jan 4, 2023 Common Shares 2.2K Direct F14, F15
transaction QSR Restricted Share Units Award $0 +138 +0.84% $0.00 16.6K Jan 4, 2023 Common Shares 138 Direct F16, F17, F18
transaction QSR Performance Share Units Award $0 +2.63K +0.84% $0.00 317K Jan 4, 2023 Common Shares 2.63K Direct F15, F19
transaction QSR Restricted Share Units Award $0 +160 +0.84% $0.00 19.2K Jan 4, 2023 Common Shares 160 Direct F16, F17, F20
transaction QSR Performance Share Units Award $0 +2.32K +0.84% $0.00 280K Jan 4, 2023 Common Shares 2.32K Direct F15, F21
transaction QSR Restricted Share Units Award $0 +147 +0.84% $0.00 17.7K Jan 4, 2023 Common Shares 147 Direct F16, F17, F22
transaction QSR Restricted Share Units Award $0 +124 +0.84% $0.00 15K Jan 4, 2023 Common Shares 124 Direct F16, F17, F23
transaction QSR Performance Share Units Award $0 +896 +0.84% $0.00 108K Jan 4, 2023 Common Shares 896 Direct F15, F24
transaction QSR Restricted Share Units Award $0 +294 +0.84% $0.00 35.4K Jan 4, 2023 Common Shares 294 Direct F16, F17, F25
transaction QSR Performance Share Units Award $0 +1.28K +0.84% $0.00 154K Jan 4, 2023 Common Shares 1.28K Direct F15, F26
holding QSR Exchangeable units 106K Jan 4, 2023 Common Shares 106K Direct F12
holding QSR Option (right to buy) 36K Jan 4, 2023 Common Shares 36K $42.26 Direct F13
holding QSR Option (right to buy) 167K Jan 4, 2023 Common Shares 167K $42.26 Direct F13
holding QSR Option (right to buy) 118K Jan 4, 2023 Common Shares 118K $33.67 Direct F13
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents shares settled from dividend equivalent rights that accrued on a vested restricted share unit award in respect of dividends that were paid after the vesting of the award with a record date prior to the vesting of the award.
F2 Represents shares sold to cover withholding tax obligations on the settlement of the previously reported vesting of the Reporting Person's restricted share units.
F3 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.
F4 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.
F5 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.
F6 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.
F7 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.
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 These shares are held by the Reporting Person's first 2022 grantor retained annuity trust ("First 2022 GRAT"), of which the Reporting Person is the trustee and annuitant.
F10 These shares are held by the Reporting Person's second 2022 grantor retained annuity trust ("Second 2022 GRAT"), of which the Reporting Person is the trustee and annuitant.
F11 These shares are held by the Reporting Person's third 2022 grantor retained annuity trust ("Third 2022 GRAT"), of which the Reporting Person is the trustee and annuitant.
F12 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.
F13 These options are immediately exercisable.
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 Represents dividend equivalent rights that accrued on the underlying award of performance based restricted share units. Dividend equivalent rights accrue when and as dividends are paid on the common shares underlying the applicable performance based restricted share units and vest proportionately with and are subject to settlement and expiration upon the same terms as the performance based restricted share units to which they relate.
F16 Each restricted share unit represents a contingent right to receive one common share.
F17 Represents dividend equivalent rights that accrued on the underlying award of restricted share units. Dividend equivalent rights accrue when and as dividends are paid on the common shares underlying the applicable restricted share units and vest proportionately with and are subject to settlement and expiration upon the same terms as the restricted share units to which they relate.
F18 These restricted share units vest on December 31, 2023.
F19 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.
F20 These restricted share units vest on December 31, 2024.
F21 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.
F22 These restricted share units vest in equal installments on December 31, 2021, December 31, 2022 and December 31, 2023.
F23 These restricted share units vest in equal installments on December 31, 2021, December 31, 2022, December 31, 2023 and December 31, 2024.
F24 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.
F25 These restricted share units vest in equal installments on December 31, 2022, December 31, 2023, December 31, 2024 and December 31, 2025.
F26 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.