Dear Valued Visitor,

We have noticed that you are using an ad blocker software.

Although advertisements on the web pages may degrade your experience, our business certainly depends on them and we can only keep providing you high-quality research based articles as long as we can display ads on our pages.

To view this article, you can disable your ad blocker and refresh this page or simply login.

We only allow registered users to use ad blockers. You can sign up for free by clicking here or you can login if you are already a member.

Filing Details

Accession Number:
0001209191-18-056828
Form Type:
4
Zero Holdings:
No
Publication Time:
2018-11-01 18:56:43
Reporting Period:
2018-10-30
Accepted Time:
2018-11-01 18:56:43
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1618756 Restaurant Brands International Inc. QSR () 4
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1551400 S Daniel Schwartz 226 Wyecroft Road
Oakville A6 L6K 3X7
Chief Executive Officer Yes Yes No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Shares Disposition 2018-10-30 854,570 $0.00 46,730 No 5 G Direct
Common Shares Acquisiton 2018-10-30 854,570 $0.00 854,570 No 5 G Indirect By LLC
Common Shares Disposition 2018-10-30 209,370 $0.00 854,570 No 4 S Indirect By LLC
Common Shares Acquisiton 2018-10-30 209,370 $0.00 854,570 No 4 P Indirect By LLC
Common Shares Disposition 2018-10-30 209,370 $0.00 854,570 No 4 S Indirect By LLC
Common Shares Acquisiton 2018-10-30 209,370 $0.00 854,570 No 4 P Indirect By LLC
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 5 G Direct
No 5 G Indirect By LLC
No 4 S Indirect By LLC
No 4 P Indirect By LLC
No 4 S Indirect By LLC
No 4 P Indirect By LLC
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Shares Exchangeable units Disposition 2018-10-30 123,700 $0.00 123,700 $0.00
Common Shares Exchangeable units Acquisiton 2018-10-30 123,700 $0.00 123,700 $0.00
Common Shares Exchangeable units Disposition 2018-10-30 30,307 $0.00 30,307 $0.00
Common Shares Exchangeable units Acquisiton 2018-10-30 30,307 $0.00 30,307 $0.00
Common Shares Exchangeable units Disposition 2018-10-30 30,307 $0.00 30,307 $0.00
Common Shares Exchangeable units Acquisiton 2018-10-30 30,307 $0.00 30,307 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
14,296 No 5 G Direct
123,700 No 5 G Indirect
123,700 No 4 S Indirect
123,700 No 4 P Indirect
123,700 No 4 S Indirect
123,700 No 4 P Indirect
Reported Derivative Holdings
Sec. Name Sec. Type Price Date Expiration Date Amount Remaning Holdings Nature of Ownership
Common Shares Option (right to buy) $18.25 2023-02-28 46,575 46,575 Direct
Common Shares Option (right to buy) $18.25 2023-02-28 500,000 500,000 Direct
Common Shares Option (right to buy) $27.28 2018-12-31 2024-03-06 95,307 95,307 Direct
Common Shares Option (right to buy) $27.28 2019-03-07 2024-03-06 400,000 400,000 Direct
Common Shares Option (right to buy) $42.26 2019-12-31 2025-03-05 82,820 82,820 Direct
Common Shares Option (right to buy) $42.26 2020-03-06 2025-03-05 333,333 333,333 Direct
Common Shares Restricted Share Units $0.00 57,915 57,915 Direct
Common Shares Dividend Equivalent Rights $0.00 2,972 2,972 Direct
Common Shares Option (right to buy) $33.67 2021-02-26 2026-02-25 250,000 250,000 Direct
Common Shares Restricted Share Units $0.00 26,850 26,850 Direct
Common Shares Dividend Equivalent Rights $0.00 974 974 Direct
Common Shares Restricted Share Units $0.00 29,594 29,594 Direct
Common Shares Dividend Equivalent Rights $0.00 685 685 Direct
Common Shares Performance Share Units $0.00 2023-02-23 2023-02-23 250,000 250,000 Direct
Common Shares Dividend Equivalent Rights $0.00 5,787 5,787 Direct
Expiration Date Amount Remaning Holdings Nature of Ownership
2023-02-28 46,575 46,575 Direct
2023-02-28 500,000 500,000 Direct
2024-03-06 95,307 95,307 Direct
2024-03-06 400,000 400,000 Direct
2025-03-05 82,820 82,820 Direct
2025-03-05 333,333 333,333 Direct
57,915 57,915 Direct
2,972 2,972 Direct
2026-02-25 250,000 250,000 Direct
26,850 26,850 Direct
974 974 Direct
29,594 29,594 Direct
685 685 Direct
2023-02-23 250,000 250,000 Direct
5,787 5,787 Direct
Footnotes
  1. The Reporting Person gifted these securities to a limited liability company in an exempt transaction pursuant to Rule 16b-5 of the Exchange Act. The securities are held by Ameco Food Holdings LLC ("Ameco"). The Reporting Person holds all voting and dispositive power for these securities. At the time of the gift, the Reporting Person and members of his immediate family held all of the equity interests in Ameco.
  2. The securities are held by Ameco Food Holdings LLC ("Ameco"). The Reporting Person holds all voting and dispositive power for these securities. The Reporting Person disclaims beneficial ownership of the securities held by Ameco except to the extent of his pecuniary interest therein.
  3. The Reporting Person sold a portion of the equity interests in Ameco to a trust for the benefit of the Reporting Person's immediate family members for an aggregate price of $30,100,000.
  4. A member of the Reporting Person's immediate family sold a portion of the equity interests in Ameco to a trust for the benefit of the Reporting Person and his immediate family members for an aggregate price of $30,100,000.
  5. 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.
  6. These options are immediately exercisable.
  7. Each restricted share unit represents a contingent right to receive one common share.
  8. These restricted share units vest on December 31, 2020.
  9. Each whole dividend equivalent right represents a contingent right to receive one common share.
  10. 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.
  11. These restricted share units vest on December 31, 2021.
  12. These dividend equivalent rights accrued on the 2017 restricted share unit award (the "2017 RSUs"). Dividend equivalent rights accrue when andas 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.
  13. These restricted share units vest on December 31, 2022.
  14. 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.
  15. The shares reported represent an award of performance based restricted share units ("PBRSUs") granted to the Reporting Person. The PBRSUs will have a three-year performance period beginning January 1, 2015 and ending December 31, 2018 and will vest 100% on February 23, 2023, 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.
  16. 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.
  17. These dividend equivalent rights accrued on the PBRSUs. Dividend equivalent rights accrue when and as dividends are paid on the common shares underlying the PBRSUs and vest proportionately with and are subject to settlement and expiration upon the same terms as the PBRSUs to which they relate.