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Restaurant Brands International Inc.·4

Feb 27, 5:34 PM ET

PERDUE PETER 4

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

Research Summary

AI-generated summary of this filing

Updated

Restaurant Brands (QSR) Peter Perdue Buys Shares and Receives RSU/PBRSU

What Happened

  • Peter Perdue, President of Popeyes – U.S. & Canada, acquired 721 common shares of Restaurant Brands International at $68.81 each on Feb 25, 2026 (total cost $49,612) and was also granted 2,703 restricted share units (RSUs) and 29,065 performance-based RSUs (PBRSUs) the same day. The share purchase was made under the company’s 2025 Bonus Swap Program; the RSUs and PBRSUs are derivative awards (reported at $0 because they are contingent/right-to-receive shares, not a cash purchase).

Key Details

  • Transaction date(s): February 25, 2026. Purchase price for the 721 shares: $68.81 (purchase price was based on the Feb 24, 2026 NYSE closing price). Total purchase = $49,612. (See footnotes F1, F2.)
  • Awards: 2,703 2026 RSUs (matching grant under Bonus Swap Program) and 29,065 2026 PBRSUs (performance-based). RSUs vest in equal annual installments (Dec 15, 2026–2029). PBRSUs have a performance period Feb 25, 2026–Feb 25, 2029 and, if earned, vest on March 15, 2029. (See F10, F11, F12.)
  • Conditions: RSUs are forfeitable if the purchased Investment Shares are sold before RSU vesting (per F10). PBRSUs are earned/forfeited based on future performance metrics.
  • Shares owned after transaction: Not specified in the provided filing excerpt.
  • Timeliness: Form 4 was filed on Feb 27, 2026 for a Feb 25, 2026 transaction — the filing appears timely (no late filing indicated).
  • Transaction codes: A = Award/Grant/Acquisition (purchase reported as acquisition; RSUs/PBRSUs reported as derivative awards).

Context

  • This was a purchase combined with compensation awards. The 721-share buy is a direct purchase (a concrete purchase signal), while the RSUs and PBRSUs are compensation awards that vest over time or based on performance and do not represent immediately transferable shares.
  • For retail investors, purchases by insiders can be interpreted as a modest personal investment in the company, while RSU/PBRSU grants are standard executive compensation and primarily reflect pay structure rather than immediate market sentiment.

Insider Transaction Report

Form 4
Period: 2026-02-25
Restaurant Brands International Inc.QSR
PERDUE PETER
President, Popeyes-US & Canada
Transactions
  • Award

    Common Shares

    [F1][F2]
    2026-02-25$68.81/sh+721$49,612→ 43,626.712 total
  • Award

    Restricted Share Units

    [F4][F10][F11]
    2026-02-25+2,703→ 2,703 total
    → Common Shares (2,703 underlying)
  • Award

    Performance Share Units

    [F12]
    2026-02-25+29,065→ 29,065 total
    From: 2029-03-15Exp: 2029-03-15→ Common Shares (29,065 underlying)
Holdings

  • Option (Right to Buy)

    [F3]
    Exercise: $64.75Exp: 2029-02-21→ Common Shares (10,000 underlying)
    10,000

  • Option (Right to Buy)

    [F3]
    Exercise: $66.31Exp: 2030-02-20→ Common Shares (12,000 underlying)
    12,000

  • Restricted Share Units

    [F4][F5]
    → Common Shares (498.589 underlying)
    498.589

  • Restricted Share Units

    [F4][F6]
    → Common Shares (2,165.698 underlying)
    2,165.698

  • Performance Share Units

    [F7]
    From: 2027-03-15Exp: 2027-03-15→ Common Shares (12,083.33 underlying)
    12,083.33

  • Restricted Share Units

    [F4][F8]
    → Common Shares (2,235.931 underlying)
    2,235.931

  • Performance Share Units

    [F9]
    From: 2028-03-15Exp: 2028-03-15→ Common Shares (13,521.368 underlying)
    13,521.368
Footnotes (12)
  • [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]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.
  • [F11]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.
  • [F12]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]These options are fully vested and exercisable.
  • [F4]Each restricted share unit represents a contingent right to receive one common share.
  • [F5]These restricted share units vest in equal annual installments. The remaining vesting will occur on December 15, 2026.
  • [F6]These restricted share units vest in equal annual installments. The remaining vestings will occur on December 15, 2026 and December 15, 2027.
  • [F7]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.
  • [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 on 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, Attorney-in-Fact for Peter Perdue|2026-02-27

Documents

1 file
  • 4
    wk-form4_1772231673.xmlPrimary

    FORM 4