SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Friesner Jacqueline

(Last)

(First)

(Middle)

5505 BLUE LAGOON DRIVE

(Street)

MIAMI

33133

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Burger King Worldwide, Inc. [ BKW ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	VP, Controller

3. Date of Earliest Transaction (Month/Day/Year)
06/20/2012

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/20/2012		A		4,387	A	⁽¹⁾	4,387	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Option (right to buy)	$3.54	06/20/2012		A		84,840		10/19/2015	02/02/2021	Common Stock	84,840	⁽²⁾	84,840	D
Option (right to buy)	$3.54	06/20/2012		A		6,771		12/31/2016	02/20/2022	Common Stock	6,771	⁽³⁾	6,771	D
Option (right to buy)	$3.98	06/20/2012		A		50,305		03/01/2017	02/28/2022	Common Stock	50,305	⁽⁴⁾	50,305	D

Explanation of Responses:

1. Received in exchange for 1,261 millishares of Burger King Worldwide Holdings, Inc. ("Worldwide") that were converted into shares of Burger King Worldwide, Inc. (formerly known as Justice Delaware Holdco Inc.) (the "Issuer") on the date hereof pursuant to that certain Business Combination Agreement and Plan of Merger, dated as of April 3, 2012, by and among Justice Holdings Limited, the Issuer, Justice Holdco LLC and Worldwide (the "Merger Agreement"). The closing price per share of Common Stock, par value $0.01 per share, of the Issuer on June 20, 2012 was $15.01.

2. Received in exchange for 25,284 options to buy millishares of Worldwide that were converted into options to buy Issuer Common Stock on the date hereof pursuant to the Merger Agreement.

3. Received in exchange for 2,018 options to buy millishares of Worldwide that were converted into options to buy Issuer Common Stock on the date hereof pursuant to the Merger Agreement.

4. Received in exchange for 14,992 options to buy millishares of Worldwide that were converted into options to buy Issuer Common Stock on the date hereof pursuant to the Merger Agreement.

Remarks:

Exhibit 24.1: Power of Attorney

	/s/ Lisa Giles-Klein, as Attorney-in-Fact for Jacqueline Friesner	06/21/2012
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.