X0303 4 2010-10-15 1 0001352801 Burger King Holdings Inc BKC 0001128484 CHIDSEY JOHN 5505 BLUE LAGOON DRIVE MIAMI FL 33126 1 1 0 0 Chief Executive Officer Common Stock 2010-10-15 4 U 0 459152 24.00 D 239654 D Common Stock 2010-10-19 4 D 0 239654 24.00 D 0 D Common Stock 2010-10-15 4 U 0 15984 24.00 D 0 I By Trust - Daughter Common Stock 2010-10-15 4 U 0 15984 24.00 D 0 I By Trust - Son Option to Purchase Common Stock 17.51 2010-10-19 4 D 0 339502 6.49 D 2020-08-25 Common Stock 339502 0 D Option to Purchase Common Stock 18.31 2010-10-19 4 D 0 314118 5.69 D 2019-08-26 Common Stock 314118 0 D Option to Purchase Common Stock 26.16 2010-10-19 4 D 0 230375 0.00 D 2018-08-22 Common Stock 230375 0 D Option to Purchase Common Stock 23.35 2010-10-19 4 D 0 241646 0.65 D 2017-08-26 Common Stock 241646 0 D Option To Purchase Common Stock 3.80 2010-10-19 4 D 0 236746 20.20 D 2014-08-01 Common Stock 236746 0 D Option to Purchase Common Stock 3.80 2010-10-19 4 D 0 177573 20.20 D 2014-06-08 Common Stock 177573 0 D Option to Purchase Common Stock 11.39 2010-10-19 4 D 0 94715 12.61 D 2014-06-08 Common Stock 94715 0 D Option to Purchase Common Stock 3.80 2010-10-19 4 D 0 166922 20.20 D 2014-03-01 Common Stock 166922 0 D Option to Purchase Common Stock 11.39 2010-10-19 4 D 0 289807 12.61 D 2014-03-01 Common Stock 289807 0 D Represents restricted stock units and performance based restricted stock units that vested and were canceled at the effective time of the merger (the "Merger") in exchange for a cash payment representing the number of units multiplied by the per share purchase price of $24.00 pursuant to that certain Agreement and Plan of Merger, dated September 2, 2010, by and among Burger King Holdings, Inc. (the "Company"), Blue Acquisition Holding Corporation and Blue Acquisition Sub, Inc. Sixty percent of the proceeds from the award granted on August 25, 2010, consisting of 59,558 performance based restricted stock units and 59,558 restricted stock units, will be placed in a trust account established with a third party for the reporting person's benefit. Fifty percent of the amounts in the trust account will be released and remitted on each of April 19, 2011 and October 19, 2011, subject to the reporting person's continued service until each such date, subject to certain exceptions. This option, which provided for 25% vesting on each of 8/25/2011, 8/25/2012, 8/25/2013 and 8/25/2014, was canceled in the Merger in exchange for a cash payment representing the number of shares of the Company's common stock underlying such option multiplied by the difference between the exercise price of the option and the per share purchase price of $24.00. Sixty percent of the of the proceeds from this award will be placed in a trust account established with a third party for the reporting person's benefit. Fifty percent of the amounts in the trust account will be released and remitted on each of April 19, 2011 and October 19, 2011, subject to the reporting person's continued service until each such date, subject to certain exceptions. This option, which provided for 25% vesting on each of 8/26/2010, 8/26/2011, 8/26/2012 and 8/26/2013, was canceled in the Merger in exchange for a cash payment representing the number of shares of the Company's common stock underlying such option multiplied by the difference between the exercise price of the option and the per share purchase price of $24.00. This option, which provided for 25% vesting on each of 8/22/2009, 8/22/2010, 8/22/2011 and 8/22/2012, was canceled in the Merger in exchange for a cash payment representing the number of shares of the Company's common stock underlying such option multiplied by the difference between the exercise price of the option and the per share purchase price of $24.00. This option, which provided for 25% vesting on each of 8/26/2010, 8/26/2011, 8/26/2012 and 8/26/2013, was canceled in the Merger in exchange for a cash payment representing the number of shares of the Company's common stock underlying such option multiplied by the difference between the exercise price of the option and the per share purchase price of $24.00. This option, which provided for 20% vesting on each of 08/01/2005, 08/01/2006, 8/01/2007, 08/01/2008 and 08/01/2009, was canceled in the Merger in exchange for a cash payment representing the number of shares of the Company's common stock underlying such option multiplied by the difference between the exercise price of the option and the per share purchase price of $24.00. This option, which provided for 20% vesting on each of 6/8/2005, 6/08/2006, 6/8/2007, 6/8/2008 and 6/8/2009, was canceled in the Merger in exchange for a cash payment representing the number of shares of the Company's common stock underlying such option multiplied by the difference between the exercise price of the option and the per share purchase price of $24.00. This option, which provided for 20% vesting on each of 03/01/2005, 03/01/2006, 03/01/2007, 03/01/2008 and 03/01/2009, was canceled in the Merger in exchange for a cash payment representing the number of shares of the Company's common stock underlying such option multiplied by the difference between the exercise price of the option and the per share purchase price of $24.00. This option, which provided for 20% vesting on each of 03/01/2005, 03/01/2006, 03/01/2007, 03/01/2008 and 03/01/2009, was canceled in the Merger in exchange for a cash payment representing the number of shares of the Company's common stock underlying such option multiplied by the difference between the exercise price of the option and the per share purchase price of $24.00. Lisa Giles-Klein, As Attorney in Fact for John W. Chidsey 2010-10-19