Axel Schwan - May 5, 2023 Form 4 Insider Report for Restaurant Brands International Inc. (QSR)

Role
Pres., Tim Hortons Americas
Signature
/s/ Michele Keusch, as Attorney-in-Fact for Axel Schwan
Stock symbol
QSR
Transactions as of
May 5, 2023
Transactions value $
-$2,422,500
Form type
4
Date filed
5/8/2023, 05:27 PM
Previous filing
Apr 7, 2023
Next filing
Jul 10, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction QSR Common Shares Sale -$2.42M -34K -24.23% $71.25 106K May 5, 2023 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
holding QSR Option (right to buy) 40K May 5, 2023 Common Shares 40K $58.44 Direct
holding QSR Option (right to buy) 30K May 5, 2023 Common Shares 30K $64.75 Direct
holding QSR Restricted Share Units 6.25K May 5, 2023 Common Shares 6.25K Direct F2, F3
holding QSR Option (right to buy) 56K May 5, 2023 Common Shares 56K $66.31 Direct
holding QSR Restricted Share Units 3.07K May 5, 2023 Common Shares 3.07K Direct F2, F4
holding QSR Performance Share Units 45.2K May 5, 2023 Common Shares 45.2K Direct F5
holding QSR Restricted Share Units 4.76K May 5, 2023 Common Shares 4.76K Direct F2, F6
holding QSR Restricted Share Units 4.25K May 5, 2023 Common Shares 4.25K Direct F2, F7
holding QSR Performance Share Units 29K May 5, 2023 Common Shares 29K Direct F8
holding QSR Restricted Share Units 10.9K May 5, 2023 Common Shares 10.9K Direct F2, F9
holding QSR Performance Share Units 41.3K May 5, 2023 Common Shares 41.3K Direct F10
holding QSR Restricted Share Units 15.8K May 5, 2023 Common Shares 15.8K Direct F2, F11
holding QSR Performance Share Units 74.4K May 5, 2023 Common Shares 74.4K Direct F12
* 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 prices of the shares sold pursuant to the transaction ranged from $71.25 to $71.28 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 price.
F2 Each restricted share unit represents a contingent right to receive one common share.
F3 These restricted share units vest on December 31, 2023.
F4 These restricted share units vest on December 31, 2024.
F5 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.
F6 These restricted share units vest in equal installments on December 31, 2021, December 31, 2022 and December 31, 2023.
F7 These restricted share units vest in equal installments on December 31, 2021, December 31, 2022, December 31, 2023 and December 31, 2024.
F8 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.
F9 These restricted share units vest in equal installments on December 31, 2022, December 31, 2023, December 31, 2024 and December 31, 2025.
F10 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.
F11 These restricted share units vest in equal installments on December 15, 2023, December 15, 2024, December 15, 2025 and December 15, 2026.
F12 The shares reported represent an award of performance based restricted share units ("2023 PBRSUs") granted to the Reporting Person. The 2023 PBRSUs will have a performance period beginning January 1, 2023 and ending December 31, 2025 and to the extent earned will vest on February 22, 2026. 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.