0001209191-23-002465.txt : 20230106 0001209191-23-002465.hdr.sgml : 20230106 20230106183323 ACCESSION NUMBER: 0001209191-23-002465 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230104 FILED AS OF DATE: 20230106 DATE AS OF CHANGE: 20230106 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Granat Jill CENTRAL INDEX KEY: 0001552022 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36786 FILM NUMBER: 23516201 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 X0306 4 2023-01-04 0 0001618756 Restaurant Brands International Inc. QSR 0001552022 Granat Jill 130 KING STREET WEST SUITE 300 TORONTO A6 M5X 1E1 ONTARIO, CANADA 0 1 0 0 See Remarks Common Shares 2023-01-04 4 A 0 185.9812 0.00 A 347128.3156 D Common Shares 2023-01-04 4 S 0 8895.0109 65.04 D 338233.3047 D Exchangeable units Common Shares 52965 52965 D Option (right to buy) 27.28 2024-03-06 Common Shares 15945 15945 D Option (right to buy) 27.28 2024-03-06 Common Shares 40000 40000 D Option (right to buy) 42.26 2025-03-05 Common Shares 13665 13665 D Option (right to buy) 42.26 2025-03-05 Common Shares 66667 66667 D Option (right to buy) 33.67 2026-02-25 Common Shares 70000 70000 D Option (right to buy) 56.92 2027-05-04 Common Shares 50000 50000 D Restricted Share Units 2023-01-04 4 A 0 81.8962 0.00 A Common Shares 81.8962 9863.94 D Performance Share Units 2023-01-04 4 A 0 478.813 0.00 A 2024-02-22 2024-02-22 Common Shares 478.813 57670.3697 D Option (right to buy) 66.31 2025-02-21 2030-02-20 Common Shares 25000 25000 D Restricted Share Units 2023-01-04 4 A 0 69.4628 0.00 A Common Shares 69.4628 8366.4106 D Performance Share Units 2023-01-04 4 A 0 232.4415 0.00 A 2025-02-21 2025-02-21 Common Shares 232.4415 27996.2876 D Restricted Share Units 2023-01-04 4 A 0 29.4239 0.00 A Common Shares 29.4239 3543.9483 D Restricted Share Units 2023-01-04 4 A 0 46.7662 0.00 A Common Shares 46.7662 5632.73 D Performance Share Units 2023-01-04 4 A 0 179.2185 0.00 A 2024-02-19 2024-02-19 Common Shares 179.2185 21585.8669 D Restricted Share Units 2023-01-04 4 A 0 110.4959 0.00 A Common Shares 110.4959 13308.6215 D Performance Share Units 2023-01-04 4 A 0 297.8717 0.00 A 2025-02-25 2025-02-25 Common Shares 297.8717 35876.9969 D Represents shares settled from dividend equivalent rights that accrued on a vested restricted share unit award in respect of dividends that were paid after the vesting of the award with a record date prior to the vesting of the award. Represents shares sold to cover withholding tax obligations on the settlement of the previously reported vesting of the Reporting Person's restricted share units. 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 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 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, 2024 and to the extent earned will vest 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. Senior EVP, General Counsel and Secretary /s/ Michele Keusch, as Attorney-in-Fact for Jill Granat 2023-01-06