Athayde Felipe A 4

Accession 0001209191-20-050756

CIK 0001618756other

View on SEC.gov Company Profile

Filed

Sep 15, 8:00 PM ET

Accepted

Sep 16, 6:02 PM ET

Size

51.3 KB

Accession

0001209191-20-050756

Insider Transaction Report

Form 4

Period: 2020-09-14

Restaurant Brands International Inc.QSR

Athayde Felipe A

Brand Pres., Popeyes, Americas

Transactions

Sale
Common Stock
2020-09-14$56.23/sh−5,020$282,275→ 0 total
Disposition to Issuer
Dividend Equivalent Rights
2020-09-14−1,271.403→ 0 total
→ Common Shares (1,271.403 underlying)
Disposition to Issuer
Restricted Share Units
2020-09-14−3,307→ 0 total
→ Common Shares (3,307 underlying)
Disposition to Issuer
Dividend Equivalent Rights
2020-09-14−294.111→ 0 total
→ Common Shares (294.111 underlying)
Exercise/Conversion
Option (right to buy)
2020-09-14−3,714→ 0 total
Exercise: $42.26Exp: 2025-03-05→ Common Shares (3,714 underlying)
Disposition to Issuer
Restricted Share Units
2020-09-14−10,692→ 0 total
→ Common Shares (10,692 underlying)
Disposition to Issuer
Restricted Share Units
2020-09-14−6,833→ 0 total
→ Common Shares (6,833 underlying)
Disposition to Issuer
Dividend Equivalent Rights
2020-09-14−703.096→ 0 total
→ Common Shares (703.096 underlying)
Disposition to Issuer
Restricted Share Units
2020-09-14−6,907→ 0 total
→ Common Shares (6,907 underlying)
Disposition to Issuer
Dividend Equivalent Rights
2020-09-14−108.126→ 0 total
→ Common Shares (108.126 underlying)
Sale
Common Stock
2020-09-14$56.20/sh−152,980$8,597,476→ 5,020 total
Exercise/Conversion
Option (right to buy)
2020-09-14−133,333→ 0 total
Exercise: $42.26Exp: 2025-03-05→ Common Shares (133,333 underlying)
Disposition to Issuer
Dividend Equivalent Rights
2020-09-14−381.191→ 0 total
→ Common Shares (381.191 underlying)
Disposition to Issuer
Restricted Share Units
2020-09-14−4,415→ 0 total
→ Common Shares (4,415 underlying)
Exercise/Conversion
Common Stock
2020-09-14$42.26/sh+3,714$156,954→ 24,667 total
Exercise/Conversion
Common Stock
2020-09-14$42.26/sh+133,333$5,634,653→ 158,000 total

Holdings

Option (right to buy)
Exercise: $64.75From: 2024-02-22Exp: 2029-02-21→ Common Shares (30,000 underlying)
30,000
Option (right to buy)
Exercise: $66.31From: 2025-02-21Exp: 2030-02-20→ Common Shares (15,000 underlying)
15,000
Performance Share Units
From: 2025-02-21Exp: 2025-02-21→ Common Shares (20,000 underlying)
20,000
Dividend Equivalent Rights
→ Common Shares (367.359 underlying)
367.359
Performance Share Units
From: 2021-02-06Exp: 2021-02-06→ Common Shares (80,800 underlying)
80,800
Dividend Equivalent Rights
→ Common Shares (9,600.4 underlying)
9,600.4
Performance Share Units
From: 2025-02-21Exp: 2025-02-21→ Common Shares (15,000 underlying)
15,000

Footnotes (22)

[F1]Represents the weighted average price of the shares sold. The prices of the shares sold pursuant to the transaction ranged from $55.91 to $56.28 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.
[F10]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.
[F11]These restricted share units vest on December 31, 2022.
[F12]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.
[F13]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.
[F14]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.
[F15]These restricted share units vest on December 31, 2023.
[F16]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.
[F17]These restricted share units vest on December 31, 2024.
[F18]These dividend equivalent rights accrued on the 2020 restricted share unit award (the "2020 RSUs"). Dividend equivalent rights accrue when and as dividends are paid on the common shares underlying the 2020 RSUs and vest proportionately with and are subject to settlement and expiration upon the same terms as the 2020 RSUs to which they relate.
[F19]The shares reported represent an award of performance based restricted share units ("2020 PBRSUs") granted to the Reporting Person. The 2020 PBRSUs will have a performance period beginning January 1, 2019 and ending December 31, 2022 and to the extent earned will vest 100% on February 21, 2025, which is the fifth anniversary of the grant date. 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.
[F2]Represents the weighted average price of the shares sold. The reported shares were sold in Canadian dollars at prices ranging from CAD 74.06 to CAD 74.09 per share. The sales prices were converted into U.S. dollar equivalents ranging from $56.21 to $56.24 per share using the Bank of Canada daily exchange rate on September 14, 2020 of 0.7590. 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.
[F20]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.
[F21]These dividend equivalent rights accrued on the 2020 PBRSUs. Dividend equivalent rights accrue when and as dividends are paid on the common shares underlying the 2020 PBRSUs and vest proportionately with and are subject to settlement and expiration upon the same terms as the 2020 PBRSUs to which they relate.
[F22]The shares reported represent an award of 2020 PBRSUs granted to the Reporting Person. The 2020 PBRSUs will have a performance period beginning January 1, 2019 and ending December 31, 2022 and to the extent earned will vest 100% on February 21, 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.
[F3]These options are immediately exercisable.
[F4]Each restricted share unit represents a contingent right to receive one common share.
[F5]Represents the forfeiture of restricted share units and dividend equivalent rights that accrued on such restricted share units. The restricted share units and dividend equivalent rights were forfeited for no consideration when the associated investment shares were sold pursuant to the terms of the Issuer's applicable Bonus Swap Program under its Amended and Restated 2014 Omnibus Incentive Plan.
[F6]These restricted share units vest on December 31, 2020.
[F7]Each whole dividend equivalent right represents a contingent right to receive one common share.
[F8]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.
[F9]These restricted share units vest on December 31, 2021.

Documents

1 file

4
doc4.xmlPrimary
FORM 4 SUBMISSION

Issuer

Restaurant Brands International Inc.

CIK 0001618756

→

Entity typeother

Related Parties

filerCIK 0001771305

Filing Metadata

Form type: 4
Filed: Sep 15, 8:00 PM ET
Accepted: Sep 16, 6:02 PM ET
Size: 51.3 KB

View on SEC.gov