Axel Schwan - 03 Jan 2025 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
Issuer symbol: QSR
Transactions as of: 03 Jan 2025
Net transactions value: -$322,247
Form type: 4
Filing time: 07 Jan 2025, 18:20:07 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	+82	+0.07%	$0.000000	110,331	03 Jan 2025	Direct	F1
transaction	QSR	Common Shares	Sale	$322,247	-5,019	-4.5%	$64.20	105,311	06 Jan 2025	Direct	F2

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	+419	+0.88%	$0.000000	47,750	03 Jan 2025	Common Shares	419		Direct	F4, F5
transaction	QSR	Restricted Share Units	Award	$0	+34	+0.88%	$0.000000	3,849	03 Jan 2025	Common Shares	34		Direct	F6, F7, F8
transaction	QSR	Performance Share Units	Award	$0	+383	+0.88%	$0.000000	43,708	03 Jan 2025	Common Shares	383		Direct	F5, F9
transaction	QSR	Restricted Share Units	Award	$0	+73	+0.88%	$0.000000	8,361	03 Jan 2025	Common Shares	73		Direct	F6, F7, F10
transaction	QSR	Performance Share Units	Award	$0	+690	+0.88%	$0.000000	78,671	03 Jan 2025	Common Shares	690		Direct	F5, F11
transaction	QSR	Restricted Share Units	Award	$0	+91	+0.88%	$0.000000	10,355	03 Jan 2025	Common Shares	91		Direct	F6, F7, F12
transaction	QSR	Performance Share Units	Award	$0	+481	+0.88%	$0.000000	54,830	03 Jan 2025	Common Shares	481		Direct	F5, F13
holding	QSR	Option (Right to Buy)						40,000	03 Jan 2025	Common Shares	40,000	$58.44	Direct	F3
holding	QSR	Option (Right to Buy)						30,000	03 Jan 2025	Common Shares	30,000	$64.75	Direct	F3
holding	QSR	Option (Right to Buy)						56,000	03 Jan 2025	Common Shares	56,000	$66.31	Direct

* 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 options are fully vested and exercisable.
F4	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.
F5	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.
F6	Each restricted share unit represents a contingent right to receive one common share.
F7	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.
F8	These restricted share units vest in equal installments on December 31, 2022, December 31, 2023, December 31, 2024 and December 31, 2025.
F9	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.
F10	These restricted share units vest in equal installments on December 15, 2023, December 15, 2024, December 15, 2025 and December 15, 2026.
F11	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.
F12	These restricted share units vest in equal installments on December 15, 2024, December 15, 2025, December 15, 2026 and December 15, 2027.
F13	The shares reported represent an award of performance based share units ("2024 PSUs") granted to the Reporting Person. The 2024 PSUs will have a performance period beginning February 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 earned at the end of the performance period is subject to increase or decrease based on the results of the performance condition.