X0306 4 2022-02-25 0 0001618756 Restaurant Brands International Inc. QSR 0001594977 SCHWAN AXEL MR 130 KING STREET WEST SUITE 300 TORONTO A6 M5X 1E1 ONTARIO, CANADA 0 1 0 0 Pres., Tim Hortons Americas Common Shares 2022-02-25 4 A 0 3683 56.05 D 128210.816 D Option (right to buy) 58.44 2023-02-23 2028-02-22 Common Shares 40000 40000 D Restricted Share Units Common Shares 6599.9119 6599.9119 D Option (right to buy) 64.75 2024-02-22 2029-02-21 Common Shares 30000 30000 D Restricted Share Units Common Shares 5967.6855 5967.6855 D Option (right to buy) 66.31 2025-02-21 2030-02-20 Common Shares 56000 56000 D Restricted Share Units Common Shares 2928.3128 2928.3128 D Performance Share Units 2025-02-21 2025-02-21 Common Shares 43142.73 43142.73 D Restricted Share Units Common Shares 9102.1356 9102.1356 D Restricted Share Units Common Shares 6088.0875 6088.0875 D Performance Share Units 2024-02-19 2024-02-19 Common Shares 27720.1404 27720.1404 D Restricted Share Units 2022-02-25 4 A 0 13912 0.00 A Common Shares 13912 13912 D The shares reported represent common shares purchased from the Issuer by the Reporting Person upon exercise of his investment rights pursuant to the Issuer's 2021 Bonus Swap Program under its Amended and Restated 2014 Omnibus Incentive Plan ("2014 Plan"). The Reporting Person elected to use 50% of his 2021 net bonus to purchase common shares at a purchase price of $56.05 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 11 below pursuant to the Issuer's 2021 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 24, 2022. Each restricted share unit represents a contingent right to receive one common share. These restricted share units vest on December 31, 2022. These restricted share units vest on December 31, 2023. 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 and December 31, 2023. 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. The Issuer granted the 2022 restricted share units ("2022 RSUs") to the Reporting Person pursuant to the Issuer's 2021 Bonus Swap Program under its 2014 Plan. The Reporting Person elected to use 50% of his 2021 net bonus to purchase Investment Shares and received a matching grant of 2022 RSUs in an amount equal to 50% of his 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 $56.05 per share. The RSU Multiplier was 2.25 for executive vice presidents and above. If the Reporting Person sells any of the Investment Shares, he will forfeit all of the 2022 RSUs that have not yet vested. These restricted share units vest in equal installments on December 31, 2022, December 31, 2023, December 31, 2024 and December 31, 2025. /s/ Michele Keusch, as Attorney-in-Fact for Axel Schwan 2022-03-01