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Restaurant Brands International Inc.·4

Feb 27, 5:34 PM ET

Schwan Axel 4

Research Summary

AI-generated summary

Updated

Restaurant Brands (QSR) Pres. Axel Schwan Buys Shares & Receives RSUs

What Happened

  • Axel Schwan, President, Tim Hortons Americas at Restaurant Brands International (QSR), used part of his 2025 bonus to buy 2,498 common shares at $68.81 each (total $171,887) and received two types of restricted stock awards: 11,242 restricted share units (RSUs) and 88,649 performance-based RSUs (PBRSUs). The RSU/PBRSU awards were granted as part of the company's 2025 Bonus Swap Program; together they total 99,891 units (notional grant‑date value ≈ $6.9M using $68.81/share), though those are awards not immediate cash.

Key Details

  • Transaction date(s): February 25, 2026; Form 4 filed February 27, 2026 (timely).
  • Purchase: 2,498 shares at $68.81/share — cash paid $171,887 (per F1/F2).
  • Awards: 11,242 RSUs (grant reported at $0 on Form 4 as a derivative award) and 88,649 PBRSUs (derivative award; grant-date price reported $0).
  • Vesting/conditions:
    • RSUs: each represents one share (F4); vest in equal annual installments on Dec 15, 2026, 2027, 2028 and 2029 (F11).
    • PBRSUs: performance period 2/25/2026–2/25/2029; if earned they vest on 3/15/2029 and payout depends on performance (F12).
    • Matching RSU grant mechanics: RSUs reflect 50% of gross bonus × RSU Multiplier (2.25 for EVP+), divided by $68.81; if Schwan sells the Investment Shares he purchased, unvested 2026 RSUs will be forfeited (F10).
  • Shares owned after transaction: not specified in the provided filing excerpt.
  • Transaction codes: A = award/acquisition (purchase via bonus swap + RSU/PBRSU grants). No indication of a late filing.

Context

  • The purchase was executed by electing to use 50% of a net bonus to buy shares under the Bonus Swap Program (a reinvestment/purchase, often viewed as a retention/reinvestment action rather than an open-market speculative buy). The RSUs are contingent rights to shares and will only convert to shares as they vest; the PBRSUs are performance-based and may increase or decrease in final payout depending on results. This filing documents an award and a bonus-driven purchase—not a sale.