Filing Details

Accession Number:
0001209191-22-013790
Form Type:
4
Zero Holdings:
No
Publication Time:
2022-02-28 19:13:12
Reporting Period:
2022-02-24
Accepted Time:
2022-02-28 19:13:12
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1618756 Restaurant Brands International Inc. QSR Retail-Eating Places (5812) 000000000
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1829353 A. Sami Siddiqui 5707 Blue Lagoon Drive
Miami FL 33126
Brand Pres., Popeyes, Americas No 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 2022-02-24 14,600 $55.00 152,821 No 4 S Direct
Common Shares Disposition 2022-02-25 5,000 $56.45 147,821 No 4 S Direct
Common Shares Acquisiton 2022-02-25 2,308 $56.05 150,129 No 4 A Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 S Direct
No 4 S Direct
No 4 A Direct
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Shares Restricted Share Units Acquisiton 2022-02-25 8,657 $0.00 8,657 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
8,657 No 4 A Direct
Reported Derivative Holdings
Sec. Name Sec. Type Price Date Expiration Date Amount Remaning Holdings Nature of Ownership
Common Shares Option (Right to Buy) $55.55 2022-02-24 2027-02-23 80,000 80,000 Direct
Common Shares Option (Right to Buy) $66.31 2025-02-21 2030-02-20 20,000 20,000 Direct
Common Shares Restricted Share Units $0.00 6,361 6,361 Direct
Common Shares Restricted Share Units $0.00 7,726 7,726 Direct
Common Shares Performance Share Units $0.00 2024-02-22 2024-02-22 55,544 55,544 Direct
Common Shares Performance Share Units $0.00 2025-02-21 2025-02-21 21,571 21,571 Direct
Common Shares Performance Share Units $0.00 2025-02-21 2025-02-21 20,868 20,868 Direct
Common Shares Restricted Share Units $0.00 9,102 9,102 Direct
Common Shares Restricted Share Units $0.00 7,970 7,970 Direct
Common Shares Performance Share Units $0.00 2024-02-19 2024-02-19 27,720 27,720 Direct
Expiration Date Amount Remaning Holdings Nature of Ownership
2027-02-23 80,000 80,000 Direct
2030-02-20 20,000 20,000 Direct
6,361 6,361 Direct
7,726 7,726 Direct
2024-02-22 55,544 55,544 Direct
2025-02-21 21,571 21,571 Direct
2025-02-21 20,868 20,868 Direct
9,102 9,102 Direct
7,970 7,970 Direct
2024-02-19 27,720 27,720 Direct
Footnotes
  1. Represents the weighted average price of the shares sold. The prices of the shares sold pursuant to the transaction ranged from $56.40 to $56.53 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.
  2. 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").
  3. 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 13 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.
  4. Each restricted share unit represents a contingent right to receive one common share.
  5. These restricted share units vest on December 31, 2023.
  6. These restricted share units vest on December 31, 2024.
  7. 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.
  8. The shares reported represent an award of performance based restricted share units (the "2020-1 PBRSUs") granted to the Reporting Person. The 2020-1 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.
  9. The shares reported represent an award of performance based restricted share units ("2020-2 PBRSUs") granted to the Reporting Person. The 2020-2 PBRSUs have a performance period ending December 31, 2021 and will vest on February 21, 2025.
  10. These restricted share units vest in equal installments on December 31, 2021, December 31, 2022 and December 2023.
  11. These restricted share units vest in equal installments on December 31, 2021, December 31, 2022, December 31, 2023 and December 31, 2024.
  12. 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.
  13. 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.
  14. These restricted share units vest in equal installments on December 31, 2022, December 31, 2023, December 31, 2024 and December 31, 2025.