X0306 4 2015-12-31 0 0001618756 Restaurant Brands International Inc. QSR 0001552355 Parker Alan 226 WYECROFT ROAD OAKVILLE A6 L6K 3X7 ONTARIO, CANADA 1 0 0 0 Common Shares 2015-12-31 4 A 0 3231 0.00 A 14943 D Exchangeable Units Common Shares 150 150 D Exchangeable Units Common Shares 300 300 I See Footnote Option (right to buy) 15.25 2017-08-02 2022-08-01 Common Shares 32786 32786 D Represents restricted stock units that are earned and vested upon grant and that settle upon termination of board service. On December 12, 2014, Burger King Worldwide, Inc. ("Burger King Worldwide") consummated the business combination (the "Merger") pursuant to the Arrangement Agreement and Plan of Merger dated August 26, 2014 by and among Burger King Worldwide, Tim Hortons Inc., Restaurant Brands International Inc., Restaurant Brands International Limited Partnership and the other parties thereto, the "Arrangement Agreement"). Pursuant to the Reporting Person's election under the Arrangement Agreement, a portion of the shares of Burger King Worldwide common stock previously held by Oyster Reach Limited was converted on a one-to-one basis into Restaurant Brands International Limited Partnership exchangeable units. Each Restaurant Brands International Limited Partnership exchangeable unit is convertible, at the Reporting Person's election, at any time after the one year anniversary of the Merger, 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. Represents an indirect interest held by Oyster Reach Limited. The Reporting Person is the sole shareholder and director of Oyster Reach Limited. The Reporting Person disclaims beneficial ownership of any shares in which he does not have a pecuniary interest. /s/ Lisa Giles-Klein as attorney-in-fact for Alan Parker 2016-01-04