Kobza Joshua 4

4 · Restaurant Brands International Inc. · Filed Feb 27, 2026

Research Summary

AI-generated summary of this filing

Updated

Restaurant Brands (QSR) CEO Joshua Kobza Buys Shares, Receives RSUs

What Happened

  • Joshua Kobza, CEO of Restaurant Brands International (QSR), purchased 8,149 common shares on Feb 25, 2026 at $68.81 per share for a cash cost of $560,733.
  • On the same date he received two types of derivative awards: 30,561 restricted share units (RSUs) and 167,126 performance-based RSUs (PBRSUs), both reported as acquisitions (derivative awards) on the Form 4.

Key Details

  • Transaction date: February 25, 2026; Form 4 filed Feb 27, 2026 (timely).
  • Purchase: 8,149 shares @ $68.81 = $560,733 (reported per footnote F1/F2 as purchase under the 2025 Bonus Swap Program).
  • Awards: 30,561 RSUs (matching grant) and 167,126 PBRSUs (performance‑based award). RSUs/PBRSUs reported at $0 because they are contingent/derivative awards.
  • Vesting & conditions (not exhaustive): matching RSUs vest in equal annual installments (remaining vesting dates include Dec 15 in future years) and the PBRSUs have multi-year performance periods (vesting contingent on performance at the end of the stated period). If Kobza sells the purchased investment shares, he may forfeit unvested matching RSUs (per footnote F12). See footnotes F1, F2, F11–F14 for full plan details.
  • Shares owned after the transaction: not specified in the excerpt provided.

Context

  • This was a purchase funded by Kobza electing to use 50% of his 2025 net bonus to buy shares (a common "bonus-swap" purchase) and simultaneous award of matching RSUs and longer-term performance RSUs. Purchases like this indicate the executive invested personal bonus proceeds into company stock; the RSUs and PBRSUs are compensation awards that vest over time and/or based on performance, so they are not immediately tradable.

Insider Transaction Report

Form 4
Period: 2026-02-25
Kobza Joshua
Chief Executive Officer
Transactions
  • Award

    Common Shares

    [F1][F2]
    2026-02-25$68.81/sh+8,149$560,733960,769.242 total
  • Award

    Restricted Share Units

    [F5][F12][F13]
    2026-02-25+30,56130,561 total
    Common Shares (30,561 underlying)
  • Award

    Performance Share Units

    [F14]
    2026-02-25+167,126167,126 total
    From: 2029-03-15Exp: 2029-03-15Common Shares (167,126 underlying)
Holdings
  • Exchangeable Units

    [F3]
    Common Shares (5,413 underlying)
    5,413
  • Option (Right to Buy)

    [F4]
    Exercise: $56.92Exp: 2027-05-04Common Shares (200,000 underlying)
    200,000
  • Restricted Share Units

    [F5][F6]
    Common Shares (7,162.658 underlying)
    7,162.658
  • Performance Share Units

    [F7]
    From: 2028-05-21Exp: 2028-05-21Common Shares (331,655.73 underlying)
    331,655.73
  • Restricted Share Units

    [F5][F8]
    Common Shares (16,427.585 underlying)
    16,427.585
  • Performance Share Units

    [F9]
    From: 2027-03-15Exp: 2027-03-15Common Shares (127,943.349 underlying)
    127,943.349
  • Restricted Share Units

    [F5][F10]
    Common Shares (15,187.946 underlying)
    15,187.946
  • Performance Share Units

    [F11]
    From: 2028-03-15Exp: 2028-03-15Common Shares (159,084.007 underlying)
    159,084.007
Footnotes (14)
  • [F1]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 2025 Bonus Swap Program under its 2023 Omnibus Incentive Plan ("2023 Plan"). The Reporting Person elected to use 50% of his 2025 net bonus to purchase common shares at a purchase price of $68.81 per share ("Investment Shares").
  • [F10]These restricted share units vest in equal annual installments. The remaining vestings will occur on December 15, 2026, December 15, 2027 and December 15, 2028.
  • [F11]The shares reported represent an award of performance based restricted share units ("2025 PBRSUs") granted to the Reporting Person. The 2025 PBRSUs have a performance period beginning February 28, 2025 and ending February 28, 2028 and to the extent earned will vest on March 15, 2028. 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.
  • [F12]The Issuer granted the 2026 restricted share units ("2026 RSUs") to the Reporting Person pursuant to the Issuer's 2025 Bonus Swap Program under its 2023 Plan. The Reporting Person elected to use 50% of his 2025 net bonus to purchase Investment Shares and received a matching grant of 2026 RSUs in an amount equal to 50% of his gross bonus, multiplied by a multiplier based on the Reporting Person's position level with the Issuer ("RSU Multiplier"), and divided by the purchase price of $68.81 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 2026 RSUs that have not yet vested.
  • [F13]These restricted share units vest in equal annual installments. The vestings will occur on December 15, 2026, December 15, 2027, December 15, 2028 and December 15, 2029.
  • [F14]The shares reported represent an award of performance based restricted share units ("2026 PBRSUs") granted to the Reporting Person. The 2026 PBRSUs will have a performance period beginning February 25, 2026 and ending February 25, 2029 and to the extent earned will vest on March 15, 2029. 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]Pursuant to the Issuer's 2023 Plan, the purchase price of the Investment Shares is calculated based on the last sales price of common shares of the Issuer reported on the New York Stock Exchange on the trading day immediately preceding the grant date, in this case February 24, 2026.
  • [F3]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.
  • [F4]These options are fully vested and exercisable.
  • [F5]Each restricted share unit represents a contingent right to receive one common share.
  • [F6]These restricted share units vest in equal annual installments. The remaining vesting will occur on December 15, 2026.
  • [F7]The shares reported represent an award of performance based restricted share units ("2023 PBRSUs") granted to the Reporting Person. The 2023 PBRSUs will have a performance period beginning February 22, 2023 and ending May 21, 2028 and to the extent earned will vest on May 21, 2028. 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.
  • [F8]These restricted share units vest in equal annual installments. The remaining vestings will occur on December 15, 2026 and December 15, 2027.
  • [F9]The shares reported represent an award of performance based restricted share units ("2024 PBRSUs") granted to the Reporting Person. The 2024 PBRSUs will have a performance period beginning February 23, 2024 and ending February 23, 2027 and to the extent earned will vest on March 15, 2027. 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.
Signature
/s/ David Wallace, as Attorney-in-Fact for Joshua Kobza|2026-02-27

Documents

4 files
  • 4
    wk-form4_1772231624.xmlPrimary

    FORM 4

  • EX-24
  • GRAPHIC
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