SEC Form 4 · accession 0001209191-18-023507

Restaurant Brands International Inc. · QSR

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Alexandre Santoro

Officer — President, Popeyes

Period of report

Apr 2, 2018

Accepted (ET)

Apr 4, 2018 · 2:16 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001618756

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Shares	holding	—	—		—	10,012	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Dividend Equivalent Rights^F3,F4	—	Apr 2, 2018	A	107	A	—	—	Common Shares	107	471	D
Dividend Equivalent Rights^F6,F7	—	Apr 2, 2018	A	651	A	—	—	Common Shares	651	2,854	D
Dividend Equivalent Rights^F3,F9	—	Apr 2, 2018	A	108	A	—	—	Common Shares	108	281	D
Dividend Equivalent Rights^F3,F11	—	Apr 2, 2018	A	76	A	—	—	Common Shares	76	76	D
Option (right to buy)	$37.97	holding	—	—	—	Mar 6, 2020	Jun 29, 2025	Common Shares	166,667	166,667	D
Restricted Share Units^F1,F2	—	holding	—	—	—	—	—	Common Shares	13,212	13,212	D
Performance Share Units^F5	—	holding	—	—	—	Feb 26, 2021	Feb 26, 2021	Common Shares	80,000	80,000	D
Option (right to buy)	$55.55	holding	—	—	—	Feb 24, 2022	Feb 23, 2027	Common Shares	120,000	120,000	D
Restricted Share Units^F1,F8	—	holding	—	—	—	—	—	Common Shares	13,501	13,501	D
Option (right to buy)	$56.92	holding	—	—	—	May 5, 2022	May 4, 2027	Common Shares	125,000	125,000	D
Restricted Share Units^F1,F10	—	holding	—	—	—	—	—	Common Shares	9,640	9,640	D

Explanation of responses

F1Each restricted share unit represents a contingent right to receive one common share.
F10These restricted share units vest on December 31, 2022.
F11These 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.
F2These restricted share units vest on December 31, 2020.
F3Each whole dividend equivalent right represents a contingent right to receive one common share.
F4These 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.
F5The shares reported represent an award of performance based restricted share units (the "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 24, 2021, 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.
F6Each 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.
F7These 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.
F8These restricted share units vest on December 31, 2021.
F9These 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.