Transaction #15005 · Form 4 · 0000950142-25-003110

Restaurant Brands International Inc. · Other acquisition · Forward sale contract (obligation to sell)

Restaurant Brands International Inc. · Transacted December 3, 2025 · Filed December 3, 2025

Original SEC filing ↗

What does this filing report?

An SEC Form 4 filing for Restaurant Brands International Inc. records an other acquisition involving Forward sale contract (obligation to sell) on December 3, 2025. The reported quantity was 17,626,570. The filing date is December 3, 2025. This is one transaction record; amounts are not allocated among any joint reporting owners.

The acquisition category describes how securities were received. It does not by itself establish a cash purchase of common stock. Read the transaction code definitionsand the original filing before interpreting the amounts.

Transaction details

Company CIK
0001618756
Security type
Derivative
Acquisition type
Other acquisition · Code J
Quantity acquired
17,626,570
Reported price
Not reported · See footnotes
Reference value
Not reported
Currency
Currency not specified
Ownership
Indirect
Holdings after transaction
0
Ownership description
See Footnotes
SEC acceptance time
Dec 3, 2025, 4:32 PM EST
10b5-1 indication
Not indicated

Reference value is reported quantity × reported price. It is not a confirmed cash payment or an estimate of a derivative's economic value. A missing currency is not assumed to be USD.

Reporting owners

These are the reporting owners named in the filing. Quantities and amounts are not allocated among co-reporters. Roles reflect this filing, not a current profile.

Company listings

QSR · NYSE

This transaction is not mapped to a specific company listing.

Derivative terms

Underlying security
Common shares
Underlying quantity
17,626,570
Conversion / exercise price
Not reported
Exercise date
Not reported
Expiration date
Not reported

Filing footnotes & remarks

F1
3G Restaurant Brands Holdings General Partner Ltd. is the general partner of HL1 17 LP ("HL1"). Accordingly, 3G Restaurant Brands Holdings General Partner Ltd. may be deemed to have voting and dispositive power with respect to the reported securities which are held directly by HL1. 3G Restaurant Brands Holdings General Partner Ltd. disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, or for any other purpose.
F2
On December 3, 2025, HL1 settled the previously announced forward sale contract, dated as of November 13, 2025 (the "Forward Contract"), with an unaffiliated third party buyer, BofA Securities, Inc. The Forward Contract obligated HL1 to deliver to the buyer up to 17,626,570 Common Shares of the Issuer (the "Forward Shares") on the scheduled settlement date of December 3, 2025, or such earlier date as elected by HL1 in accordance with the terms of the Forward Contract in exchange for a cash payment equal to a price per Forward Share of $68.72 multiplied by a factor of (1+(an overnight bank funding rate minus a negotiated spread)) for each day that the Forward Contract was outstanding. Each Reporting Person disclaims all right, title and interest with respect to the Forward Contract transaction and nothing set forth herein shall be an admission that such Reporting Person has beneficial ownership of the Forward Shares or any transaction relating thereto.

Footnotes are reproduced as plain text from the current source filing. For the full context, read the original SEC filing.

This record was updated Eastern Time. This is the stored record update time, not the transaction date. Report a correction.