Schwan Axel 4

4 · Restaurant Brands International Inc. · Filed Jul 9, 2026

Research Summary

AI-generated summary of this filing

Updated Jul 9, 2026

Restaurant Brands (QSR) — Axel Schwan, Tim Hortons President Receives Awards

What Happened
Axel Schwan, President of Tim Hortons US & Canada, was granted multiple derivative equity awards by Restaurant Brands International (QSR) on July 7, 2026. The filing reports seven separate awards (all recorded as acquisitions at $0.00 because they are restricted/share-unit or performance-based awards), with the following share-equivalent amounts:

38.798 shares @ $0.00 (derivative)
64.07 shares @ $0.00 (derivative)
508.956 shares @ $0.00 (derivative)
84.107 shares @ $0.00 (derivative)
569.556 shares @ $0.00 (derivative)
100.622 shares @ $0.00 (derivative)
793.455 shares @ $0.00 (derivative)
Total reported: 2,159.564 share-equivalents (≈2,160). These are grants/awards (not open-market purchases or sales).

Key Details

Transaction date: July 7, 2026; Form 4 filed July 9, 2026 (timely filing).
Price: $0.00 per award unit (standard for RSUs/PBRSUs — they are granted, not bought).
Shares owned after transaction: not specified in the provided data (see the full Form 4 for total holdings).
Notable footnotes from the filing include:
- Many awards are restricted share units (RSUs) where each unit equals a contingent right to one common share (F2).
- Several awards are performance-based restricted share units (PBRSUs) with performance periods and vesting dates (e.g., 2024, 2025, 2026 PBRSUs with performance windows and vesting on March 15 of vesting years; F6, F9, F11). The number of shares earned for PBRSUs may increase or decrease based on performance.
- Some awards include dividend-equivalent rights that vest and settle alongside the underlying RSUs/PBRSUs (F3, F7).
- Other RSUs vest in equal annual installments with remaining vest dates (examples: F4, F5, F8, F10).
- Footnote F1 notes certain options are fully vested and exercisable, though no option exercise was reported in these listed transactions.
Transaction type code: A = Award/Grant (derivative). No sale or exercise was reported here.

Context

RSUs and PBRSUs are common long-term incentive compensation. They do not represent immediate cash purchases or sales — instead they are contingent rights that typically convert to shares upon vesting (time- or performance-based).
For PBRSUs, the final number of shares delivered depends on achievement of performance metrics over the specified performance period; dividend equivalents may accrue and vest with the awards.
These grants are informative about compensation and potential future share issuance but are not direct indications of an insider buying or selling stock in the open market.

Insider Transaction Report

Form 4

Period: 2026-07-07

Restaurant Brands International Inc.QSR

Schwan Axel

Pres., Tim Hortons US & Canada

Transactions

Award
Restricted Share Units
[F2][F3][F4]
2026-07-07+38.798→ 4,411.056 total
→ Common Shares (38.798 underlying)
Award
Restricted Share Units
[F2][F3][F5]
2026-07-07+64.07→ 7,284.295 total
→ Common Shares (64.07 underlying)
Award
Performance Share Units
[F6][F7]
2026-07-07+508.956→ 57,864.349 total
From: 2027-03-15Exp: 2027-03-15→ Common Shares (508.956 underlying)
Award
Restricted Share Units
[F2][F3][F8]
2026-07-07+84.107→ 9,562.365 total
→ Common Shares (84.107 underlying)
Award
Performance Share Units
[F9][F7]
2026-07-07+569.556→ 64,754.125 total
From: 2028-03-15Exp: 2028-03-15→ Common Shares (569.556 underlying)
Award
Restricted Share Units
[F2][F3][F10]
2026-07-07+100.622→ 11,439.923 total
→ Common Shares (100.622 underlying)
Award
Performance Share Units
[F11][F7]
2026-07-07+793.455→ 90,209.723 total
From: 2029-03-15Exp: 2029-03-15→ Common Shares (793.455 underlying)

Holdings

Common Shares
197,481.929
Option (Right to Buy)
[F1]
Exercise: $58.44Exp: 2028-02-22→ Common Shares (40,000 underlying)
40,000
Option (Right to Buy)
[F1]
Exercise: $64.75Exp: 2029-02-21→ Common Shares (30,000 underlying)
30,000
Option (Right to Buy)
[F1]
Exercise: $66.31Exp: 2030-02-20→ Common Shares (56,000 underlying)
56,000

Footnotes (11)

[F1]These options are fully vested and exercisable.
[F10]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.
[F11]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]Each restricted share unit represents a contingent right to receive one common share.
[F3]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.
[F4]These restricted share units vest in equal annual installments. The remaining vesting will occur on December 15, 2026.
[F5]These restricted share units vest in equal annual installments. The remaining vestings will occur on December 15, 2026 and December 15, 2027.
[F6]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.
[F7]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.
[F8]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.
[F9]The shares reported represent an award of performance based restricted share units ("2025 PBRSUs") granted to the Reporting Person. The 2025 PBRSUs will 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.

Signature

/s/ David Wallace, as Attorney-in-Fact for Axel Schwan|2026-07-09

Documents

1 file

4
wk-form4_1783640560.xmlPrimary
FORM 4