Fulton Duncan 4
4 · Restaurant Brands International Inc. · Filed Feb 24, 2026
Insider Transaction Report
Form 4
Fulton Duncan
Chief Corporate Officer
Transactions
- Exercise/Conversion
Common Shares
[F1]2026-02-22+19,256.375→ 59,984.854 total - Sale
Common Shares
[F2][F3]2026-02-23$67.51/sh−10,307.938$695,889→ 49,676.917 total - Exercise/Conversion
Performance Share Units
[F9]2026-02-22−24,070.469→ 0 totalFrom: 2026-02-22Exp: 2026-02-22→ Common Shares (24,070.469 underlying)
Holdings
- 60,000
Option (Right to Buy)
[F4][F5]Exercise: $63.64Exp: 2028-08-03→ Common Shares (60,000 underlying) - 15,000
Option (Right to Buy)
[F6][F5]Exercise: $66.31Exp: 2030-02-21→ Common Shares (15,000 underlying) - 2,456.915
Restricted Share Units
[F7][F8]→ Common Shares (2,456.915 underlying) - 5,149.022
Restricted Share Units
[F7][F10]→ Common Shares (5,149.022 underlying) - 21,257.401
Performance Share Units
[F11]From: 2027-03-15Exp: 2027-03-15→ Common Shares (21,257.401 underlying) - 4,877.326
Restricted Share Units
[F7][F12]→ Common Shares (4,877.326 underlying) - 23,865.91
Performance Share Units
[F13]From: 2028-03-15Exp: 2028-03-15→ Common Shares (23,865.91 underlying)
Footnotes (13)
- [F1]The 2023 PBRSUs vested at 80% of target based on the results of the performance condition.
- [F10]These restricted share units vest in equal annual installments. The remaining vestings will occur on December 15, 2026 and December 15, 2027.
- [F11]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.
- [F12]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.
- [F13]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 on February 28, 2025 and ending on 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.
- [F2]Represents shares sold to cover withholding tax obligations on the settlement of the vesting of the Reporting Person's performance based restricted share units.
- [F3]The reported shares were sold in Canadian dollars at a price of CAD$92.41 per share. The sale price was converted into its U.S. dollar equivalent using the Bank of Canada daily exchange rate on the sale date.
- [F4]The options were issued with an exercise price of CAD $82.81. The reported exercise price represents the U.S. dollar equivalent on the grant date.
- [F5]These options are fully vested and exercisable.
- [F6]The options were issued with an exercise price of CAD $88.03. The reported exercise price represents the U.S. dollar equivalent on the grant date.
- [F7]Each restricted share unit represents a contingent right to receive one common share.
- [F8]These restricted share units vest in equal annual installments. The remaining vesting will occur on December 15, 2026.
- [F9]The shares reported represent an award of performance based restricted share units ("2023 PBRSUs") granted to the Reporting Person. The 2023 PBRSUs had a performance period beginning January 1, 2023 and ending December 31, 2025 and to the extent earned vested on February 22, 2026. The 2023 PBRSUs vested at 80% of target.
Signature
/s/ David Wallace, as Attorney-in-Fact for Duncan Fulton|2026-02-24