0001209191-19-047650.txt : 20190828
0001209191-19-047650.hdr.sgml : 20190828
20190828195358
ACCESSION NUMBER: 0001209191-19-047650
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20190826
FILED AS OF DATE: 20190828
DATE AS OF CHANGE: 20190828
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Kobza Joshua
CENTRAL INDEX KEY: 0001574771
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36786
FILM NUMBER: 191063379
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
2019-08-26
0
0001618756
Restaurant Brands International Inc.
QSR
0001574771
Kobza Joshua
130 KING STREET WEST
SUITE 300
TORONTO
A6
M5X 1E1
ONTARIO, CANADA
0
1
0
0
COO
Common Shares
2019-08-26
4
M
0
32991
27.28
A
148694
D
Common Shares
2019-08-26
4
M
0
300000
27.28
A
448694
D
Common Shares
2019-08-26
4
S
0
203198
76.71
D
245496
D
Exchangeable units
Common Shares
5413
5413
D
Option (right to buy)
27.28
2019-08-26
4
M
0
32991
0.00
D
2024-03-06
Common Shares
32991
0
D
Option (right to buy)
27.28
2019-08-26
4
M
0
300000
0.00
D
2024-03-06
Common Shares
300000
0
D
Option (right to buy)
42.26
2019-12-31
2025-03-05
Common Shares
35494
35494
D
Option (right to buy)
42.26
2020-03-06
2025-03-05
Common Shares
300000
300000
D
Restricted Share Units
Common Shares
26730
26730
D
Dividend Equivalent Rights
Common Shares
2036.1399
2036.1399
D
Performance Share Units
2021-02-26
2021-02-26
Common Shares
353500
353500
D
Dividend Equivalent Rights
Common Shares
26895.3905
26895.3905
D
Restricted Share Units
Common Shares
20114
20114
D
Dividend Equivalent Rights
Common Shares
1222.3566
1222.3566
D
Option (right to buy)
56.92
2022-05-05
2027-05-04
Common Shares
200000
200000
D
Restricted Share Units
Common Shares
17111
17111
D
Dividend Equivalent Rights
Common Shares
810.0924
810.0924
D
Restricted Share Units
Common Shares
13313
13313
D
Dividend Equivalent Rights
Common Shares
198.1724
198.1724
D
Performance Share Units
2024-02-22
2024-02-22
Common Shares
225000
225000
D
Dividend Equivalent Rights
Common Shares
3349.2667
3349.2667
D
The reporting person exercised these options in order to retain ownership of all shares, less those required to be sold to pay the exercise price and applicable taxes.
Represents the weighted average price of the shares sold. The prices of the shares sold pursuant to the transaction ranged from $76.41 to $76.95 per share. The Reporting Person, upon request, will provide the Securities and Exchange Commission staff, the issuer or a security holder of the issuer full information regarding the number of shares sold at each separate price.
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 exerciseable.
Each restricted share unit represents a contingent right to receive one common share.
These restricted share units vest on December 31, 2020.
Each whole dividend equivalent right represents a contingent right to receive one common share.
These dividend equivalent rights accrued on the 2016 restricted share unit award (the "2016 RSUs"). Dividend equivalent rights accrue when and as dividends are paid on the common shares underlying the 2016 RSUs and vest proportionately with and are subject to settlement and expiration upon the same terms as the 2016 RSUs to which they relate.
The shares reported represent an award of performance based restricted share units (the "2016 PBRSUs") granted to the Reporting Person. The 2016 PBRSUs had a three-year performance period beginning January 1, 2015 and ending December 31, 2018 and will vest 100% on February 26, 2021, which is the fifth anniversary of the grant date.
These dividend equivalent rights accrued on the 2016 PBRSUs. Dividend equivalent rights accrue when and as dividends are paid on the common shares underlying the 2016 PBRSUs and vest proportionately with and are subject to settlement and expiration upon the same terms as the 2016 PBRSUs to which they relate.
These restricted share units vest on December 31, 2021.
These dividend equivalent rights accrued on the 2017 restricted share unit award (the "2017 RSUs"). Dividend equivalent rights accrue when and as dividends are paid on the common shares underlying the 2017 RSUs and vest proportionately with and are subject to settlement and expiration upon the same terms as the 2017 RSUs to which they relate.
These restricted share units vest on December 31, 2022.
These dividend equivalent rights accrued on the 2018 restricted share unit award (the "2018 RSUs"). Dividend equivalent rights accrue when and as dividends are paid on the common shares underlying the 2018 RSUs and vest proportionately with and are subject to settlement and expiration upon the same terms as the 2018 RSUs to which they relate.
These restricted share units vest on December 31, 2023.
These dividend equivalent rights accrued on the 2019 restricted share unit award (the "2019 RSUs"). Dividend equivalent rights accrue when
and as dividends are paid on the common shares underlying the 2019 RSUs and vest proportionately with and are subject to settlement and
expiration upon the same terms as the 2019 RSUs to which they relate.
The shares reported represent an award of performance based restricted share units ("2019 PBRSUs") granted to the Reporting Person. The 2019 PBRSUs will have a three-year performance period beginning January 1, 2019 and ending December 31, 2022 and will vest 100% on February 22, 2024, which is the fifth anniversary of the grant date. The number of common shares that will be earned at the end of the three-year performance period is subject to increase or decrease based on the results of the Issuer performance condition.
Each whole dividend equivalent right represents a contingent right to receive one common share, subject to increase or decrease based on the results of the Issuer performance condition.
These dividend equivalent rights accrued on the 2019 PBRSUs. Dividend equivalent rights accrue when and as dividends are paid on the
common shares underlying the 2019 PBRSUs and vest proportionately with and are subject to settlement and expiration upon the same terms
as the 2019 PBRSUs to which they relate.
/s/ Lisa Giles-Klein, As Attorney-in-Fact for Joshua Kobza
2019-08-28