QSR executive granted RSUs, PSUs and buys shares
Restaurant Brands International Inc. President, International Thiago T. Santelmo reported equity compensation and a bonus-related share purchase.
Rhea-AI Filing Summary
Restaurant Brands International Inc. President, International Thiago T. Santelmo reported equity compensation and a bonus-related share purchase. On February 25, 2026 he received 15,928 restricted share units and 47,958 performance share units, each representing rights to receive common shares if vesting and performance conditions are met.
He also acquired 4,601 common shares at $68.81 per share by using 50% of his 2025 net bonus under the company’s 2025 Bonus Swap Program. This amended filing corrects earlier administrative understatements of the common shares purchased and RSUs granted, adding 108 common shares and 375 RSUs to the previously reported amounts.
Positive
- None.
Negative
- None.
Insider Trade Summary
Grant/Award: 68,487 shares
Grant/Award
13 txns
Insider
SANTELMO THIAGO T
Role
President, International
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Restricted Share Units | 15,928 | $0.00 | $0.00 |
| Grant/Award | Performance Share Units | 47,958 | $0.00 | $0.00 |
| Grant/Award | Common Shares | 4,601 | $68.81 | $317K |
| holding | Exchangeable Units | -- | -- | -- |
| holding | Option (Right to Buy) | -- | -- | -- |
| holding | Option (Right to Buy) | -- | -- | -- |
| holding | Option (Right to Buy) | -- | -- | -- |
| holding | Option (Right to Buy) | -- | -- | -- |
| holding | Restricted Share Units | -- | -- | -- |
| holding | Restricted Share Units | -- | -- | -- |
| holding | Performance Share Units | -- | -- | -- |
| holding | Restricted Share Units | -- | -- | -- |
| holding | Performance Share Units | -- | -- | -- |
Holdings After Transaction:
Restricted Share Units — 26,693.5383 contracts for 10,765.5383 underlying shares (Direct);
Performance Share Units — 119,940.504 contracts for 71,982.504 underlying shares (Direct);
Common Shares — 78,667.731 shares (Direct);
Exchangeable Units — 205 contracts (Direct);
Option (Right to Buy) — 57,500 contracts (Direct)
Footnotes (15)
- 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").
- F2. This Form 4/A is being filed to correct the amount of Common Shares purchased on February 25, 2026. The number as originally reported excluded an additional 108 Common Shares purchased due to an administrative error.
- F3. 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.
- F4. Each Restaurant Brands International Limited Partnership exchangeable unit is convertible, at the Reporting Person's election, into common shares of Restaurant Brands International Inc. or a cash amount equal to a prescribed cash amount determined by reference to the weighted average trading price of Restaurant Brands International Inc.'s common share on the New York Stock Exchange for the 20 consecutive trading days ending on the last business day prior to the exchange date, at the sole discretion of the general partner of Restaurant Brands International Partnership (subject to the consent of the Restaurant Brands International Inc. conflicts committee, in certain circumstances). This conversion right has no expiration date.
- F5. These options are fully vested and exercisable.
- F6. Each restricted share unit represents a contingent right to receive one common share.
- F7. These restricted share units vest in equal annual installments. The remaining vesting will occur on December 15, 2026.
- F8. These restricted share units vest in equal annual installments. The remaining vestings will occur on December 15, 2026 and December 15, 2027.
- F9. 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.
- F10. 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.
- F11. 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 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.
- F12. 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.
- F13. This Form 4/A is being filed to correct the amount of RSUs awarded on February 25, 2026. The number as originally reported excluded an additional 375 RSUs awarded due to an administrative error.
- F14. 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.
- F15. 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.
Key Figures
Common shares purchased: 4,601 shares at $68.81
Restricted Share Units grant: 15,928 RSUs
Performance Share Units grant: 47,958 PSUs
+5 more
8 metrics
Common shares purchased
4,601 shares at $68.81
Investment Shares bought using 50% of 2025 net bonus
Restricted Share Units grant
15,928 RSUs
2026 RSUs granted February 25, 2026 under 2025 Bonus Swap Program
Performance Share Units grant
47,958 PSUs
2026 PBRSUs granted February 25, 2026, performance period to February 25, 2029
Common shares after transaction
78,667.731 shares
Direct common share holdings following 4,601-share acquisition
Exchangeable units underlying shares
205 shares
Exchangeable units convertible into common shares, no expiration
Stock option 2027
10,000 shares at $55.55
Fully vested option expiring February 23, 2027
Stock option 2028
10,000 shares at $58.44
Option expiring February 22, 2028
Stock option 2029
30,000 shares at $64.75
Option expiring February 21, 2029
Key Terms
2025 Bonus Swap Program, 2023 Omnibus Incentive Plan, performance based restricted share units, exchangeable unit, +2 more
6 terms
2025 Bonus Swap Program financial
"purchased from the Issuer by the Reporting Person upon exercise of his investment rights pursuant to the Issuer's 2025 Bonus Swap Program"
2023 Omnibus Incentive Plan financial
"pursuant to the Issuer's 2025 Bonus Swap Program under its 2023 Omnibus Incentive Plan ("2023 Plan")"
exchangeable unit financial
"Each Restaurant Brands International Limited Partnership exchangeable unit is convertible, at the Reporting Person's election, into common shares"
RSU Multiplier financial
"multiplied by a multiplier based on the Reporting Person's position level with the Issuer ("RSU Multiplier")"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What insider transactions did QSR executive Thiago Santelmo report on February 25, 2026?
Thiago Santelmo reported receiving equity awards and buying shares. He was granted 15,928 restricted share units, 47,958 performance share units, and acquired 4,601 common shares, all tied to his 2025 bonus and the company’s long-term incentive programs.
What equity awards did QSR grant to Thiago Santelmo in this Form 4/A?
He received 15,928 restricted share units and 47,958 performance share units. Each unit represents a contingent right to one common share, with vesting and performance conditions that can change the final number of shares earned over multi-year periods.
Why did Restaurant Brands (QSR) file this Form 4/A amendment for Thiago Santelmo?
The amendment corrects prior administrative errors in reported amounts. It adds 108 common shares to the originally reported purchase and 375 restricted share units to the RSU grant, aligning disclosed figures with the actual transactions on February 25, 2026.
How is the QSR 2025 Bonus Swap Program used by executive Thiago Santelmo?
Under the 2025 Bonus Swap Program, he elected to use 50% of his 2025 net bonus to buy common shares at $68.81 each. In return, he received a matching 2026 RSU grant sized using his gross bonus and a role-based RSU multiplier.
AI-generated analysis. How Rhea-AI works. Not financial advice.
