Jacqueline Friesner - 23 May 2025 Form 4 Insider Report for Restaurant Brands International Inc. (QSR)

Signature
/s/ Michele Keusch, as Attorney-in-Fact for Jacqueline Friesner
Issuer symbol
QSR
Transactions as of
23 May 2025
Net transactions value
-$2,111,345
Form type
4
Filing time
28 May 2025, 17:01:25 UTC
Previous filing
08 Apr 2025
Next filing
10 Jul 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Friesner Jacqueline SVP, Controller and Principal Accounting Officer C/O RESTAURANT BRANDS INTERNATIONAL INC., 5707 BLUE LAGOON DRIVE, MIAMI /s/ Michele Keusch, as Attorney-in-Fact for Jacqueline Friesner 28 May 2025 0001552051

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction QSR Common Shares Options Exercise $1,683,500 +50,000 +27% $33.67 232,897 23 May 2025 Direct
transaction QSR Common Shares Options Exercise $1,111,000 +20,000 +8.6% $55.55 252,897 23 May 2025 Direct
transaction QSR Common Shares Sale $4,905,845 -70,000 -28% $70.08 182,897 23 May 2025 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 Option (Right to Buy) Options Exercise $0 -50,000 -100% $0.000000 0 23 May 2025 Common Shares 50,000 $33.67 Direct F3
transaction QSR Option (Right to Buy) Options Exercise $0 -20,000 -100% $0.000000 0 23 May 2025 Common Shares 20,000 $55.55 Direct F3
holding QSR Exchangeable Units 9,098 23 May 2025 Common Shares 9,098 Direct F2
holding QSR Restricted Share Units 2,021 23 May 2025 Common Shares 2,021 Direct F4, F5
holding QSR Restricted Share Units 3,752 23 May 2025 Common Shares 3,752 Direct F4, F6
holding QSR Performance Share Units 14,290 23 May 2025 Common Shares 14,290 Direct F7
holding QSR Restricted Share Units 5,165 23 May 2025 Common Shares 5,165 Direct F4, F8
holding QSR Performance Share Units 17,067 23 May 2025 Common Shares 17,067 Direct F9
holding QSR Restricted Share Units 4,453 23 May 2025 Common Shares 4,453 Direct F4, F10
holding QSR Performance Share Units 17,027 23 May 2025 Common Shares 17,027 Direct F11
* 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 $70.01 to $70.31 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 separate price.
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 fully vested and exercisable.
F4 Each restricted share units represent a contingent right to receive one common share.
F5 These restricted share units vest in equal annual installments. The remaining vesting will occur on December 31, 2025.
F6 These restricted share units vest in equal annual installments. The remaining vestings will occur on December 15, 2025 and December 15, 2026.
F7 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.
F8 These restricted share units vest in equal annual installments. the remaining vestings will occur on December 15, 2025, December 15, 2026 and December 15, 2027.
F9 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.
F10 These restricted share units vest in equal annual installments. The vestings will occur on December 15, 2025, December 15, 2026, December 15, 2027 and December 15, 2028.
F11 The shares reported represent an award of performance based restricted share units ("2025 PBRSUs") granted to the Reporting Person. The 2025 PBRSUs have a performance period beginning on February 28, 2025 and ending February 28, 2028 and to the extent earned will vest on March 15, 2028. 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