0001209191-19-041437.txt : 20190708 0001209191-19-041437.hdr.sgml : 20190708 20190708171555 ACCESSION NUMBER: 0001209191-19-041437 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190703 FILED AS OF DATE: 20190708 DATE AS OF CHANGE: 20190708 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Friesner Jacqueline CENTRAL INDEX KEY: 0001552051 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36786 FILM NUMBER: 19945897 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] 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 doc4.xml FORM 4 SUBMISSION X0306 4 2019-07-03 0 0001618756 Restaurant Brands International Inc. QSR 0001552051 Friesner Jacqueline 130 KING STREET WEST SUITE 300 TORONTO A6 M5X 1E1 ONTARIO, CANADA 0 1 0 0 See Remarks Common Shares 99960 D Exchangeable units Common Shares 9098 9098 D Option (right to buy) 27.28 2024-03-06 Common Shares 6392 6392 D Option (right to buy) 27.28 2024-03-06 Common Shares 20000 20000 D Option (right to buy) 42.26 2019-12-31 2025-03-05 Common Shares 6005 6005 D Option (right to buy) 42.26 2020-03-06 2025-03-05 Common Shares 40000 40000 D Restricted Share Units Common Shares 8630 8630 D Dividend Equivalent Rights 2019-07-03 4 A 0 66.3006 0.00 A Common Shares 66.3006 657.3845 D Option (right to buy) 33.67 2021-02-26 2026-02-25 Common Shares 50000 50000 D Restricted Share Units Common Shares 4800 4800 D Dividend Equivalent Rights 2019-07-03 4 A 0 36.3485 0.00 A Common Shares 36.3485 291.7029 D Option (right to buy) 55.55 2022-02-24 2027-02-23 Common Shares 20000 20000 D Restricted Share Units Common Shares 3492 3492 D Dividend Equivalent Rights 2019-07-03 4 A 0 26.1088 0.00 A Common Shares 26.1088 165.323 D Restricted Share Units Common Shares 4414 4414 D Dividend Equivalent Rights 2019-07-03 4 A 0 31.9796 0.00 A Common Shares 31.9796 65.7052 D Performance Share Units 2024-02-22 2024-02-22 Common Shares 20000 20000 D Dividend Equivalent Rights 2019-07-03 4 A 0 144.9009 0.00 A Common Shares 144.9009 297.7126 D 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, 2020. Each whole dividend equivalent right represents a contingent right to receive one common share. These dividend equivalent rights accrued on the 2016 restricted share unit award (the "2016 RSUs"). Dividend equivalent rights accrue when and as dividends are paid on the common shares underlying the 2016 RSUs and vest proportionately with and are subject to settlement and expiration upon the same terms as the 2016 RSUs to which they relate. These restricted share units vest on December 31, 2021. These dividend equivalent rights accrued on the 2017 restricted share unit award (the "2017 RSUs"). Dividend equivalent rights accrue when and as dividends are paid on the common shares underlying the 2017 RSUs and vest proportionately with and are subject to settlement and expiration upon the same terms as the 2017 RSUs to which they relate. These restricted share units vest on December 31, 2022. These dividend equivalent rights accrued on the 2018 restricted share unit award (the "2018 RSUs"). Dividend equivalent rights accrue when and as dividends are paid on the common shares underlying the 2018 RSUs and vest proportionately with and are subject to settlement and expiration upon the same terms as the 2018 RSUs to which they relate. These restricted share units vest on December 31, 2023. These dividend equivalent rights accrued on the 2019 restricted share unit award (the "2019 RSUs"). Dividend equivalent rights accrue when and as dividends are paid on the common shares underlying the 2019 RSUs and vest proportionately with and are subject to settlement and expiration upon the same terms as the 2019 RSUs to which they relate. The shares reported represent an award of performance based restricted share units ("PBRSUs") granted to the Reporting Person. The PBRSUs will have a three-year performance period beginning January 1, 2019 and ending December 31, 2022 and will vest 100% on February 22, 2024, which is the fifth anniversary of the grant date. The number of common shares that will be earned at the end of the three-year performance period is subject to increase or decrease based on the results of the Issuer performance condition. Each whole dividend equivalent right represents a contingent right to receive one common share, subject to increase or decrease based on the results of the Issuer performance condition. These dividend equivalent rights accrued on the 2019 PBRSUs. Dividend equivalent rights accrue when and as dividends are paid on the common shares underlying the 2019 PBRSUs and vest proportionately with and are subject to settlement and expiration upon the same terms as the 2019 PBRSUs to which they relate. VP, Controller and Principal Accounting Officer /s/ Lisa Giles-Klein, As Attorney-in-Fact for Jacqueline Friesner 2019-07-08