0000950170-24-020547.txt : 20240226 0000950170-24-020547.hdr.sgml : 20240226 20240226214401 ACCESSION NUMBER: 0000950170-24-020547 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240222 FILED AS OF DATE: 20240226 DATE AS OF CHANGE: 20240226 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Granat Jill CENTRAL INDEX KEY: 0001552022 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36786 FILM NUMBER: 24681714 MAIL ADDRESS: STREET 1: 5505 BLUE LAGOON DRIVE CITY: MIAMI STATE: FL ZIP: 33126 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Restaurant Brands International Inc. CENTRAL INDEX KEY: 0001618756 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] ORGANIZATION NAME: 07 Trade & Services IRS NUMBER: 000000000 STATE OF INCORPORATION: Z4 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 130 KING STREET WEST STREET 2: SUITE 300 CITY: TORONTO STATE: A6 ZIP: M5X 1E1 BUSINESS PHONE: (905) 845-6511 MAIL ADDRESS: STREET 1: 130 KING STREET WEST STREET 2: SUITE 300 CITY: TORONTO STATE: A6 ZIP: M5X 1E1 FORMER COMPANY: FORMER CONFORMED NAME: 9060669 Canada Inc. DATE OF NAME CHANGE: 20141028 FORMER COMPANY: FORMER CONFORMED NAME: 1011773 B.C. Unlimited Liability Co DATE OF NAME CHANGE: 20140905 4 1 ownership.xml 4 X0508 4 2024-02-22 false 0001618756 Restaurant Brands International Inc. QSR 0001552022 Granat Jill 130 KING STREET WEST SUITE 300 TORONTO A6 M5X 1E1 ONTARIO, CANADA false true false false See Remarks false Common Shares 2024-02-22 4 M false 59495.9509 A 430182.2393 D Common Shares 2024-02-22 4 S false 23321.8839 75.55 D 406860.3554 D Common Shares 2024-02-23 4 A false 3899 75.38 A 410759.3554 D Common Shares 2024-02-26 4 M false 13665 42.26 A 424424.3554 D Common Shares 2024-02-26 4 M false 66667 42.26 A 491091.3554 D Common Shares 2024-02-26 4 S false 80332 76.20 D 410759.3554 D Performance Share Units 2024-02-22 4 M false 59495.9509 0.00 D 2024-02-22 2024-02-22 Common Shares 59495.9509 0 D Restricted Share Units 2024-02-23 4 A false 14622 0.00 A Common Shares 14622 14622 D Performance Share Units 2024-02-23 4 A false 33165 0.00 A 2027-03-15 2027-03-15 Common Shares 33165 33165 D Option (Right to Buy) 42.26 2024-02-26 4 M false 13665 0.00 D 2025-03-05 Common Shares 13665 0 D Option (Right to Buy) 42.26 2024-02-26 4 M false 66667 0.00 D 2025-03-05 Common Shares 66667 0 D Exchangeable Units Common Shares 52965 52965 D Option (Right to Buy) 33.67 2026-02-25 Common Shares 70000 70000 D Option (Right to Buy) 56.92 2027-05-04 Common Shares 50000 50000 D Option (Right to Buy) 66.31 2025-02-21 2030-02-20 Common Shares 25000 25000 D Restricted Share Units Common Shares 8631.2531 8631.2531 D Performance Share Units 2025-02-21 2025-02-21 Common Shares 28882.5226 28882.5226 D Restricted Share Units Common Shares 2906.0722 2906.0722 D Restricted Share Units Common Shares 9152.9175 9152.9175 D Performance Share Units 2025-02-25 2025-02-25 Common Shares 37012.6992 37012.6992 D Restricted Share Units Common Shares 11102.6759 11102.6759 D Performance Share Units 2026-02-22 2026-02-22 Common Shares 34261.2773 34261.2773 D On February 22, 2024, 59,495.9509 of the Reporting Person's performance based restricted share units vested. Represents shares sold to cover withholding taxes on the settlement of the vesting of the Reporting Person's performance share units. The shares reported represent common shares purchased from the Issuer by the Reporting Person upon exercise of his investment rights pursuant to the Issuer's 2023 Bonus Swap Program under its 2023 Omnibus Incentive Plan ("2023 Plan"). The Reporting Person elected to use 50% of his 2023 net bonus to purchase common shares at a purchase price of $75.38 per share ("Investment Shares"). Pursuant to the Issuer's 2023 Plan, the purchase price of the Investment Shares is calculated based on, the last sales price of a common share of the Issuer on the New York Stock Exchange on the trading day immediately preceding the grant date, in this case February 22, 2024. Represents the weighted average price of the shares sold. The reported shares were sold at prices ranging from $75.65 to $76.51 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. The shares reported represent an award of performance based restricted share units ("2019 PBRSUs") granted to the Reporting Person. The 2019 PBRSUs have a performance period ending December 31, 2021 and will vest on February 22, 2024, which is the fifth anniversary of the grant date. Each restricted share unit represents a contingent right to receive one common share. The Issuer granted the 2024 restricted share units ("2024 RSUs") to the Reporting Person pursuant to the Issuer's 2023 Bonus Swap Program under its 2023 Plan. The Reporting Person elected to use 50% of her 2023 net bonus to purchase Investment Shares and received a matching grant of 2024 RSUs in an amount equal to 50% of her gross bonus, multiplied by a multiple based on the Reporting Person's position level with the Issuer ("RSU Multiplier"), and divided by the purchase price of $75.38 per share. The RSU Multiplier was 2.25 for executive vice president or above. If the Reporting Person sells any of the Investment Shares, she will forfeit all of the 2024 RSUs that have not yet vested. These restricted share units vest in equal installments on December 15, 2024, December 15, 2025, December 15, 2026 and December 15, 2027. 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. These options are fully vested and exercisable. 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. These restricted share units vest on December 31, 2024. 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. These restricted share units vest in equal installments on December 31, 2021, December 31, 2022, December 31, 2023 and December 31, 2024. These restricted share units vest in equal installments on December 31, 2022, December 31, 2023, December 31, 2024 and December 31, 2025. 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, 2022 and to the extent earned will vest 100% 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. These restricted share units vest in equal installments on December 15, 2023, December 15, 2024, December 15, 2025 and December 15, 2026. 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. /s/ Michele Keusch, as Attorney-in-Fact for Jill Granat 2024-02-26