0001209191-23-052345.txt : 20231006 0001209191-23-052345.hdr.sgml : 20231006 20231006165311 ACCESSION NUMBER: 0001209191-23-052345 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231004 FILED AS OF DATE: 20231006 DATE AS OF CHANGE: 20231006 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: 231314758 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 X0508 4 2023-10-04 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 0 Common Shares 126447.2153 D Exchangeable units Common Shares 9098 9098 D Option (right to buy) 33.67 2026-02-25 Common Shares 50000 50000 D Option (right to buy) 55.55 2027-02-23 Common Shares 20000 20000 D Restricted Share Units 2023-10-04 4 A 0 44.6608 0.00 A Common Shares 44.6608 5214.7617 D Performance Share Units 2023-10-04 4 A 0 202.3599 0.00 A 2024-02-22 2024-02-22 Common Shares 202.3599 23628.2815 D Restricted Share Units 2023-10-04 4 A 0 35.8956 0.00 A Common Shares 35.8956 4191.2966 D Performance Share Units 2023-10-04 4 A 0 98.2364 0.00 A 2025-02-21 2025-02-21 Common Shares 98.2364 11470.4339 D Restricted Share Units 2023-10-04 4 A 0 70.6556 0.00 A Common Shares 70.6556 8250.0031 D Restricted Share Units 2023-10-04 4 A 0 21.9032 0.00 A Common Shares 21.9032 2557.501 D Restricted Share Units 2023-10-04 4 A 0 49.4202 0.00 A Common Shares 49.4202 5770.4809 D Performance Share Units 2023-10-04 4 A 0 134.8798 0.00 A 2025-02-25 2025-02-25 Common Shares 134.8798 15749.057 D Restricted Share Units 2023-10-04 4 A 0 61.2041 0.00 A Common Shares 61.2041 7146.4133 D Performance Share Units 2023-10-04 4 A 0 116.5308 0.00 A 2026-02-22 2026-02-22 Common Shares 116.5308 13606.558 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. Represents dividend equivalent rights that accrued on the underlying award of restricted share units. Dividend equivalent rights accrue when and as dividends are paid on the common shares underlying the applicable 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. 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 21, 2024, which is the fifth anniversary of the grant date. Represents dividend equivalent rights that accrued on the underlying award of performance based restricted share units. Dividend equivalent rights accrue when and as dividends are paid on the common shares underlying the applicable performance based restricted share units and vest proportionately with and are subject to settlement and expiration upon the same terms as the performance based restricted share units to which they relate. 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 100% 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. SVP, Controller and Principal Accounting Officer /s/ Michele Keusch, As Attorney-in-Fact for Jacqueline Friesner 2023-10-06