Restaurant Brands International Inc. · Exercise / conversion · Common Shares

What does this filing report?

An SEC Form 4 filing for Restaurant Brands International Inc. records an exercise / conversion involving Common Shares on December 15, 2025. The reported quantity was 5,016.393. The filing date is December 17, 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.

Filing footnotes & remarks

F1

Represents shares sold to cover withholding tax obligations on the settlement of the reported vesting of the Reporting Person's restricted share units.

F2

Represents shares sold, the proceeds of which are primarily to be used to reimburse the Reporting Person for tax equalization gross-ups previously paid to the Company by the Reporting Person.

F3

Represents the weighted average price of the shares sold. The prices of the shares sold pursuant to the transaction range from $71.00 to $71.14 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.

F4

The Reporting Person gifted these shares in an exempt transaction pursuant to Rule 16b-5 of the Securities Exchange Act of 1934, as amended.

F5

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.

F6

These options are fully vested and exercisable.

F7

Each restricted share unit represents a contingent right to receive one common share.

F8

These restricted share units vest in equal annual installments. The remaining vesting will occur on December 31, 2025.

F9

These restricted share units vest in equal annual installments. The remaining vesting will occur on December 15, 2026.

F10

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 February 22, 2023 and ending May 21, 2028 and to the extent earned will vest on May 21, 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.

F11

These restricted share units vest in equal annual installments. The remaining vestings will occur on December 15, 2026 and December 15, 2027.

F12

The shares reported represent an award of performance based restricted share units ("2024 PBRSUs") granted to the Reporting Person. The 2024 PBRSUs 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.

F13

These restricted share units vest in equal annual installments. The remaining vestings will occur on December 15, 2026, December 15, 2027 and December 15, 2028.

F14

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 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 period.

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