X0306 4 2017-11-01 0 0001618755 Restaurant Brands International Limited Partnership QSP.UN 0001653986 3G Restaurant Brands Holdings General Partner Ltd. C/O 3G CAPITAL, INC. 600 THIRD AVENUE, 37TH FLOOR NEW YORK NY 10016 0 0 1 0 0001653994 3G Restaurant Brands Holdings LP C/O 3G CAPITAL, INC. 600 THIRD AVENUE, 37TH FLOOR NEW YORK NY 10016 0 0 1 0 Exchangeable units 2017-11-01 4 J 0 9050594 0.00 D 209115908 D Exchangeable units 2017-11-01 4 J 0 9050594 0.00 A 218166502 I See Footnote Exchangeable units 2017-11-01 4 C 0 9050594 0.00 D 209115908 D Each Restaurant Brands International Limited Partnership ("RBI LP") exchangeable unit (the "exchangeable units") is convertible, at the Reporting Person's election, into common shares (the "common shares") of Restaurant Brands International Inc. ("RBI") or a cash amount equal to a prescribed cash amount determined by reference to the weighted average trading price of RBI'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 RBI conflicts committee, in certain circumstances). This conversion right has no expiration date. In connection with an internal restructuring of 3G Restaurant Brands Holdings LP ("3G RBH"), 3G Restaurant Brands Holdings General Partner Ltd. formed HL1 17 LP ("Holdings A") and HL2 17 LP ("Holdings B") and 3G RBH transferred 4,050,594 and 5,000,000 exchangeable units to Holdings A and Holdings B, respectively. In consideration for the transfer, 3G RBH received good and valuable consideration. Following the transfer, 3G RBH beneficially owns 209,115,908 exchangeable units. (Continued from footnote 2) Each of 3G RBH, Holdings A and Holdings B disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person, Holdings A and Holdings B is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Securities Exchange Act"), or for any other purpose. The reported transactions involved a transfer of an aggregate amount of 9,050,594 exchangeable units of RBI LP by 3G RBH to Holdings A and Holdings B. 3G Restaurant Brands Holdings General Partner Ltd. is the general partner of each of 3G RBH, Holdings A and Holdings B. Accordingly, 3G Restaurant Brands Holdings General Partner Ltd. may be deemed to have voting and dispositive power with respect to the reported securities held by each of 3G RBH, Holdings A and Holdings B. 3G Restaurant Brands Holdings General Partner Ltd. disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act, or for any other purpose. In connection with the internal restructuring and pursuant to the terms of the Partnership Agreement, 3G RBH delivered to RBI LP an exchange notice to exchange 9,050,594 exchangeable units held by 3G RBH. In connection with the transfers described above, Holdings A and Holdings B each succeeded to the rights and obligations of 3G RBH under the Partnership Agreement and the exchange notice, in each case to the extent applicable to the exchangeable units transferred. The exchange notice became irrevocable on November 1, 2017. 3G Restaurant Brands Holdings General Partner Ltd. may be deemed to have voting and dispositive power with respect to the reported securities held by Holdings A and Holdings B. 3G Restaurant Brands Holdings General Partner Ltd. disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein. /s/ Bernardo Piquet 2017-11-01 /s/ Bernardo Piquet 2017-11-01