Filing Details
- Accession Number:
- 0001209191-22-013790
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2022-02-28 19:13:12
- Reporting Period:
- 2022-02-24
- Accepted Time:
- 2022-02-28 19:13:12
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1618756 | Restaurant Brands International Inc. | QSR | Retail-Eating Places (5812) | 000000000 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1829353 | A. Sami Siddiqui | 5707 Blue Lagoon Drive Miami FL 33126 | Brand Pres., Popeyes, Americas | No | Yes | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Common Shares | Disposition | 2022-02-24 | 14,600 | $55.00 | 152,821 | No | 4 | S | Direct | |
| Common Shares | Disposition | 2022-02-25 | 5,000 | $56.45 | 147,821 | No | 4 | S | Direct | |
| Common Shares | Acquisiton | 2022-02-25 | 2,308 | $56.05 | 150,129 | No | 4 | A | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | S | Direct | |
| No | 4 | S | Direct | |
| No | 4 | A | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Shares | Restricted Share Units | Acquisiton | 2022-02-25 | 8,657 | $0.00 | 8,657 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 8,657 | No | 4 | A | Direct |
Reported Derivative Holdings
| Sec. Name | Sec. Type | Price | Date | Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|---|---|---|---|
| Common Shares | Option (Right to Buy) | $55.55 | 2022-02-24 | 2027-02-23 | 80,000 | 80,000 | Direct |
| Common Shares | Option (Right to Buy) | $66.31 | 2025-02-21 | 2030-02-20 | 20,000 | 20,000 | Direct |
| Common Shares | Restricted Share Units | $0.00 | 6,361 | 6,361 | Direct | ||
| Common Shares | Restricted Share Units | $0.00 | 7,726 | 7,726 | Direct | ||
| Common Shares | Performance Share Units | $0.00 | 2024-02-22 | 2024-02-22 | 55,544 | 55,544 | Direct |
| Common Shares | Performance Share Units | $0.00 | 2025-02-21 | 2025-02-21 | 21,571 | 21,571 | Direct |
| Common Shares | Performance Share Units | $0.00 | 2025-02-21 | 2025-02-21 | 20,868 | 20,868 | Direct |
| Common Shares | Restricted Share Units | $0.00 | 9,102 | 9,102 | Direct | ||
| Common Shares | Restricted Share Units | $0.00 | 7,970 | 7,970 | Direct | ||
| Common Shares | Performance Share Units | $0.00 | 2024-02-19 | 2024-02-19 | 27,720 | 27,720 | Direct |
| Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|
| 2027-02-23 | 80,000 | 80,000 | Direct |
| 2030-02-20 | 20,000 | 20,000 | Direct |
| 6,361 | 6,361 | Direct | |
| 7,726 | 7,726 | Direct | |
| 2024-02-22 | 55,544 | 55,544 | Direct |
| 2025-02-21 | 21,571 | 21,571 | Direct |
| 2025-02-21 | 20,868 | 20,868 | Direct |
| 9,102 | 9,102 | Direct | |
| 7,970 | 7,970 | Direct | |
| 2024-02-19 | 27,720 | 27,720 | Direct |
Footnotes
- Represents the weighted average price of the shares sold. The prices of the shares sold pursuant to the transaction ranged from $56.40 to $56.53 per share. The Reporting Person, upon request, will provide the Securities and Exchange Commission staff, the issuer or a security holder of the issuer full information regarding the number of shares sold at each separate price.
- 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 2021 Bonus Swap Program under its Amended and Restated 2014 Omnibus Incentive Plan ("2014 Plan"). The Reporting Person elected to use 50% of his 2021 net bonus to purchase common shares at a purchase price of $56.05 per share ("Investment Shares").
- Pursuant to the Issuer's 2014 Plan, the purchase price of the Investment Shares is, and the number of matching restricted share units described in footnote 13 below pursuant to the Issuer's 2021 Bonus Swap Program is calculated based on, the last sales price of a common share of the Issuer on the New York Stock Exchange on the trading day immediately preceding the grant date, in this case February 24, 2022.
- Each restricted share unit represents a contingent right to receive one common share.
- These restricted share units vest on December 31, 2023.
- These restricted share units vest on December 31, 2024.
- The shares reported represent an award of performance based restricted share units ("2019 PBRSUs") granted to the Reporting Person. The 2019 PBRSUs have a performance period ending December 31, 2021 and will vest on February 21, 2024, which is the fifth anniversary of the grant date.
- The shares reported represent an award of performance based restricted share units (the "2020-1 PBRSUs") granted to the Reporting Person. The 2020-1 PBRSUs have a performance period ending December 31, 2021 and will vest on February 21, 2025, which is the fifth anniversary of the grant date.
- The shares reported represent an award of performance based restricted share units ("2020-2 PBRSUs") granted to the Reporting Person. The 2020-2 PBRSUs have a performance period ending December 31, 2021 and will vest on February 21, 2025.
- These restricted share units vest in equal installments on December 31, 2021, December 31, 2022 and December 2023.
- These restricted share units vest in equal installments on December 31, 2021, December 31, 2022, December 31, 2023 and December 31, 2024.
- The shares reported represent an award of performance based restricted share units ("2021 PBRSUs") granted to the Reporting Person. The 2021 PBRSUs will have a performance period beginning January 1, 2021 and ending December 31, 2023 and to the extent earned will vest on February 19, 2024. 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.
- The Issuer granted the 2022 restricted share units ("2022 RSUS") to the Reporting Person pursuant to the Issuer's 2021 Bonus Swap Program under its 2014 Plan. The Reporting Person elected to use 50% of his 2021 net bonus to purchase Investment Shares and received a matching grant of 2022 RSUs in an amount equal to 50% of his gross bonus, multiplied by a multiple based on the Reporting Person's position level with the Issuer ("RSU Multiplier"), and divided by the purchase price of $56.05 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 2022 RSUs that have not yet vested.
- These restricted share units vest in equal installments on December 31, 2022, December 31, 2023, December 31, 2024 and December 31, 2025.
Billionaire Hedge Funds
