Duncan Fulton - 03 Jan 2025 Form 4 Insider Report for Restaurant Brands International Inc. (QSR)

Role: Chief Corporate Officer
Signature: /s/ Michele Keusche, as Attorney-in-Fact for Duncan Fulton
Issuer symbol: QSR
Transactions as of: 03 Jan 2025
Net transactions value: -$306,959
Form type: 4
Filing time: 07 Jan 2025, 18:18:47 UTC
Previous filing: 03 Jan 2025
Next filing: 25 Feb 2025
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	QSR	Common Shares	Award	$0	+72	+0.2%	$0.000000	35,785	03 Jan 2025	Direct	F1
transaction	QSR	Common Shares	Sale	$306,959	-4,404	-12%	$69.70	31,381	06 Jan 2025	Direct	F2, F3

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	+262	+0.89%	$0.000000	29,841	03 Jan 2025	Common Shares	262		Direct	F7, F8
transaction	QSR	Restricted Share Units	Award	$0	+27	+0.89%	$0.000000	3,108	03 Jan 2025	Common Shares	27		Direct	F9, F10, F11
transaction	QSR	Performance Share Units	Award	$0	+237	+0.89%	$0.000000	27,063	03 Jan 2025	Common Shares	237		Direct	F8, F12
transaction	QSR	Restricted Share Units	Award	$0	+42	+0.89%	$0.000000	4,737	03 Jan 2025	Common Shares	42		Direct	F9, F10, F13
transaction	QSR	Performance Share Units	Award	$0	+204	+0.89%	$0.000000	23,205	03 Jan 2025	Common Shares	204		Direct	F8, F14
transaction	QSR	Restricted Share Units	Award	$0	+65	+0.89%	$0.000000	7,446	03 Jan 2025	Common Shares	65		Direct	F9, F10, F15
transaction	QSR	Performance Share Units	Award	$0	+180	+0.89%	$0.000000	20,493	03 Jan 2025	Common Shares	180		Direct	F8, F16
holding	QSR	Option (Right to Buy)						60,000	03 Jan 2025	Common Shares	60,000	$63.64	Direct	F4, F5
holding	QSR	Option (Right to Buy)						15,000	03 Jan 2025	Common Shares	15,000	$66.31	Direct	F6

* 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	The reported shares were sold in Canadian dollars at a price of CAD$92.9929 per share. The sale price was converted into its U.S. dollar equivalent using the Bank of Canada daily exchange rate on the sale date.
F4	The options were issued with an exercise price of CAD $82.81. The reported exercise price represents the U.S. dollar equivalent.
F5	These options are fully vested and exercisable.
F6	The options were issued with an exercise price of CAD $88.03. The reported exercise price represents the U.S. dollar equivalent.
F7	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.
F8	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 restricted share units to which they relate.
F9	Each restricted share unit represents a contingent right to receive one common share.
F10	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.
F11	These restricted share units vest in equal installments on December 31, 2022, December 31, 2023, December 31, 2024 and December 31, 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, 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.
F13	These restricted share units vest in equal installments on December 15, 2023, December 15, 2024, December 15, 2025 and December 15, 2026.
F14	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.
F15	These restricted share units vest in equal installments on December 15, 2024, December 15, 2025, December 15, 2026 and December 15, 2027.
F16	The shares reported represent an award of perforamnce based share units ("2024 PSUs") granted to the Reporting Person. The 2024 PSUs will have a performance period beginning Febuary 23, 2024 and ending February 23, 2027 and to the extent earned will vest on March 15, 2027. The number of common shares that will be eaned at the end of hte performance period is subject to increase or decrease based on the results of the performance condition.