X0306 4 2021-02-19 0 0001618756 Restaurant Brands International Inc. QSR 0001552022 Granat Jill 130 KING STREET WEST SUITE 300 TORONTO A6 M5X 1E1 ONTARIO, CANADA 0 1 0 0 See Remarks Common Shares 2020-02-19 4 A 0 3147 60.55 A 308327.3616 D Exchangeable units Common Shares 52965 52965 D Option (right to buy) 27.28 2024-03-06 Common Shares 15945 15945 D Option (right to buy) 27.28 2024-03-06 Common Shares 40000 40000 D Option (right to buy) 42.26 2025-03-05 Common Shares 13665 13665 D Option (right to buy) 42.26 2025-03-05 Common Shares 66667 66667 D Option (right to buy) 33.67 2021-02-26 2026-02-25 Common Shares 70000 70000 D Restricted Share Units Common Shares 13135.2089 13135.2089 D Option (right to buy) 56.92 2022-05-05 2027-05-04 Common Shares 50000 50000 D Restricted Share Units Common Shares 10804.3041 10804.3041 D Restricted Share Units Common Shares 9184.954 9184.954 D Performance Share Units 2024-02-22 2024-02-22 Common Shares 53700.6197 53700.6197 D Option (right to buy) 66.31 2025-02-21 2030-02-20 Common Shares 25000 25000 D Restricted Share Units Common Shares 7790.5073 7790.5073 D Performance Share Units 2025-02-21 2025-02-21 Common Shares 26069.1583 26069.1583 D Restricted Share Units 2021-02-19 4 A 0 9900 0.00 A Common Shares 9900 9900 D Restricted Share Units 2021-02-19 4 A 0 10491 0.00 A Common Shares 10491 10491 D Performance Share Units 2021-02-19 4 A 0 20100 0.00 A 2024-02-19 2024-02-19 Common Shares 20100 20100 D The shares reported represent common shares purchased from the Issuer by the Reporting Person upon exercise of her investment rights pursuant to the Issuer's 2020 Bonus Swap Program under its Amended and Restated 2014 Omnibus Incentive Plan ("2014 Plan"). The Reporting Person elected to use 50% of her 2020 net bonus to purchase common shares at a purchase price of $60.55 per share ("Investment Shares"). Pursuant to the Issuer's 2014 Plan, the purchase price of the Investment Shares is, and the number of matching restricted share units described in footnote 19 below pursuant to the Issuer's 2020 Bonus Swap Program 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 18, 2021. 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 options are immediately exercisable. Each restricted share unit represents a contingent right to receive one common share. These restricted share units vest on December 31, 2021. Includes 1,434.2089 dividend equivalent rights that accrued on the restricted share units, which rights accrue when and as dividends are paid on the common shares underlying the restricted share units and vest proportionately with and are subject to settlement and expiration upon the same terms as the restricted share units to which they relate. These restricted share units vest on December 31, 2022. Includes 1,056.3041 dividend equivalent rights that accrued on the restricted share units, which rights accrue when and as dividends are paid on the common shares underlying the restricted share units and vest proportionately with and are subject to settlement and expiration upon the same terms as the restricted share units to which they relate. These restricted share units vest on December 31, 2023. Includes 632.954 dividend equivalent rights that accrued on the restricted share units, which rights accrue when and as dividends are paid on the common shares underlying the restricted share units and vest proportionately with and are subject to settlement and expiration upon the same terms as the restricted share units to which they relate. The shares reported represent an award of performance based restricted share units ("2019 PBRSUs") granted to the Reporting Person. The 2019 PBRSUs will have a performance period ending December 31, 2021 and to the extent earned will vest on February 21, 2024, which is the fifth anniversary of the grant date. The number of common shares that will be earned at the end of the performance period is subject to decrease based on the results of the performance condition. Includes 3,700.6197 dividend equivalent rights that accrued on the 2019 PBRSUs, which rights accrue when and as dividends are paid on common shares underlying the 2019 PBRSUs and vest proportionately with and are subject to settlement and expiration upon the same terms as the 2020 PBRSUs to which they relate. These restricted share units vest on December 31, 2024. Includes 319.5073 dividend equivalent rights that accrued on the restricted share units, which rights accrue when and as dividends are paid on the common shares underlying the restricted share units and vest proportionately with and are subject to settlement and expiration upon the same terms as the restricted share units to which they relate. The shares reported represent an award of performance based restricted share units ("2020 PBRSUs") granted to the Reporting Person. The 2020 PBRSUs will have a performance period ending December 31, 2021 and to the extent earned will vest on February 21, 2025, which is the fifth anniversary of the grant date. The number of common shares that will be earned at the end of the performance period is subject to decrease based on the results of the performance condition. Includes 1,069.1583 dividend equivalent rights that accrued on the 2020 PBRSUs, which rights accrue when and as dividends are paid on the common shares underlying the 2020 PBRSUs and vest proportionately with and are subject to settlement and expiration upon the same terms as the 2020 PBRSUs to which they relate. These restricted share units vest in equal installments on December 31, 2021, December 31, 2022 and December 31, 2023. The Issuer granted the 2021 restricted share units ("2021 RSUs") to the Reporting Person pursuant to the Issuer's 2020 Bonus Swap Program under its 2014 Plan. The Reporting Person elected to use 50% of her 2020 net bonus to purchase Investment Shares and received a matching grant of 2021 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 $60.55 per share. The RSU Multiplier was 2.0 for executive vice presidents and above. If the Reporting Person sells any of the Investment Shares, she will forfeit all of the 2021 RSUs that have not yet vested. These restricted share units vest in equal installments on December 31, 2021, December 31, 2022, December 31, 2023 and December 31, 2024. The shares reported represent an award of performance based restricted share units ("2021 PBRSUs") granted to the Reporting Person. The 2021 PBRSUs will have a performance period beginning January 1, 2021 and ending December 31, 2023 and to the extent earned will vest on February 19, 2024. 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. Senior EVP, General Counsel and Secretary /s/ Michele Keusch, as Attorney-in-Fact for Jill Granat 2021-02-23