Cil Jose E. 4

Accession 0001209191-23-002452

CIK 0001618756other

View on SEC.gov Company Profile

Filed

Jan 5, 7:00 PM ET

Accepted

Jan 6, 6:24 PM ET

Size

47.3 KB

Accession

0001209191-23-002452

Insider Transaction Report

Form 4

Period: 2023-01-04

Restaurant Brands International Inc.QSR

Cil Jose E.

See Remarks

Transactions

Award
Performance Share Units
2023-01-04+2,324.415→ 279,962.876 total
From: 2025-02-21Exp: 2025-02-21→ Common Shares (2,324.415 underlying)
Award
Restricted Share Units
2023-01-04+293.55→ 35,356.412 total
→ Common Shares (293.55 underlying)
Award
Performance Share Units
2023-01-04+1,276.598→ 153,759.146 total
From: 2025-02-25Exp: 2025-02-25→ Common Shares (1,276.598 underlying)
Award
Common Shares
2023-01-04+464.154→ 199,290.961 total
Award
Restricted Share Units
2023-01-04+159.734→ 19,239.049 total
→ Common Shares (159.734 underlying)
Sale
Common Shares
2023-01-04$65.04/sh−21,998.086$1,430,756→ 177,292.875 total
Award
Performance Share Units
2023-01-04+2,195.711→ 264,461.202 total
From: 2023-02-23Exp: 2023-02-23→ Common Shares (2,195.711 underlying)
Award
Restricted Share Units
2023-01-04+137.544→ 16,566.39 total
→ Common Shares (137.544 underlying)
Award
Performance Share Units
2023-01-04+2,633.472→ 317,187.033 total
From: 2024-02-22Exp: 2024-02-22→ Common Shares (2,633.472 underlying)
Award
Restricted Share Units
2023-01-04+147.12→ 17,719.742 total
→ Common Shares (147.12 underlying)
Award
Restricted Share Units
2023-01-04+124.223→ 14,961.905 total
→ Common Shares (124.223 underlying)
Award
Performance Share Units
2023-01-04+896.092→ 107,929.335 total
From: 2024-02-19Exp: 2024-02-19→ Common Shares (896.092 underlying)

Holdings

Common Shares
(indirect: By GRAT)
60,000
Common Shares
(indirect: By GRAT)
66,557
Common Shares
(indirect: By Trust)
46,500
Common Shares
(indirect: By Trust)
145,228
Common Shares
(indirect: By Trust)
189,750
Common Shares
(indirect: By Trust)
45,620
Common Shares
(indirect: By Trust)
13,750
Common Shares
(indirect: By GRAT)
17,715
Common Shares
(indirect: By GRAT)
45,620
Exchangeable units
→ Common Shares (105,758 underlying)
105,758
Option (right to buy)
Exercise: $42.26Exp: 2025-03-05→ Common Shares (35,967 underlying)
35,967
Option (right to buy)
Exercise: $42.26Exp: 2025-03-05→ Common Shares (166,667 underlying)
166,667
Option (right to buy)
Exercise: $33.67Exp: 2026-02-25→ Common Shares (118,237 underlying)
118,237

Footnotes (26)

[F1]Represents shares settled from dividend equivalent rights that accrued on a vested restricted share unit award in respect of dividends that were paid after the vesting of the award with a record date prior to the vesting of the award.
[F10]These shares are held by the Reporting Person's second 2022 grantor retained annuity trust ("Second 2022 GRAT"), of which the Reporting Person is the trustee and annuitant.
[F11]These shares are held by the Reporting Person's third 2022 grantor retained annuity trust ("Third 2022 GRAT"), of which the Reporting Person is the trustee and annuitant.
[F12]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.
[F13]These options are immediately exercisable.
[F14]The shares reported represent an award of performance based restricted share units ("2018 PBRSUs") granted to the Reporting Person. The 2018 PBRSUs had 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.
[F15]Represents dividend equivalent rights that accrued on the underlying award of performance based restricted share units. Dividend equivalent rights accrue when and as dividends are paid on the common shares underlying the applicable performance based restricted share units and vest proportionately with and are subject to settlement and expiration upon the same terms as the performance based restricted share units to which they relate.
[F16]Each restricted share unit represents a contingent right to receive one common share.
[F17]Represents dividend equivalent rights that accrued on the underlying award of restricted share units. Dividend equivalent rights accrue when and as dividends are paid on the common shares underlying the applicable restricted share units and vest proportionately with and are subject to settlement and expiration upon the same terms as the restricted share units to which they relate.
[F18]These restricted share units vest on December 31, 2023.
[F19]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.
[F2]Represents shares sold to cover withholding tax obligations on the settlement of the previously reported vesting of the Reporting Person's restricted share units.
[F20]These restricted share units vest on December 31, 2024.
[F21]The shares reported represent an award of performance based restricted share units ("2020 PBRSUs") granted to the Reporting Person. The 2020 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.
[F22]These restricted share units vest in equal installments on December 31, 2021, December 31, 2022 and December 31, 2023.
[F23]These restricted share units vest in equal installments on December 31, 2021, December 31, 2022, December 31, 2023 and December 31, 2024.
[F24]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.
[F25]These restricted share units vest in equal installments on December 31, 2022, December 31, 2023, December 31, 2024 and December 31, 2025.
[F26]The shares reported represent an award of performance based restricted share units ("2022 PBRSUs") granted to the Reporting Person. The 2022 PBRSUs will have a performance period beginning January 1, 2022 and ending December 31, 2024 and to the extent earned will vest on February 25, 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 shares are held by an irrevocable life insurance trust for the benefit of the Reporting Person's children and other family members. The Reporting Person's family member is the trustee of such trust.
[F4]These shares are held by a revocable trust, of which the Reporting Person is the settlor and trustee for the benefit of the Reporting Person and his spouse and children.
[F5]These shares are held by an irrevocable family trust for the benefit of the Reporting Person's spouse and children. The Reporting Person retains investment control over the Issuer securities held by such trust.
[F6]These shares are held by a revocable trust, of which the Reporting Person's spouse is the settlor and trustee for the benefit of the Reporting Person and his spouse and children.
[F7]These shares are held by an irrevocable family trust for the benefit of the Reporting Person and his children. The Reporting Person retains investment control over the Issuer securities held by such trust.
[F8]These shares are held by the Reporting Person's 2021 grantor retained annuity trust ("2021 GRAT"), of which the Reporting Person is the trustee and annuitant.
[F9]These shares are held by the Reporting Person's first 2022 grantor retained annuity trust ("First 2022 GRAT"), of which the Reporting Person is the trustee and annuitant.

Documents

1 file

4
doc4.xmlPrimary
FORM 4 SUBMISSION

Issuer

Restaurant Brands International Inc.

CIK 0001618756

→

Entity typeother

Related Parties

filerCIK 0001552282

Filing Metadata

Form type: 4
Filed: Jan 5, 7:00 PM ET
Accepted: Jan 6, 6:24 PM ET
Size: 47.3 KB

View on SEC.gov