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Restaurant Brands' Doyle acquires dividend-linked awards

The performance share units are tied to common-share price targets and may be earned from 50% for threshold to 200% for maximum performance.

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Form Type
4

Rhea-AI Filing Summary

Restaurant Brands International Inc. (QSR) Executive Chairman J. Patrick Doyle acquired 2,113.9926 restricted share units and 7,927.4722 performance share units on October 2, 2026. The amounts represent dividend equivalent rights on underlying awards; following the reported acquisitions, his balances were 228,994.1805 restricted share units and 858,728.1770 performance share units, respectively. The performance units may be earned from 50% for threshold performance to 200% for maximum performance, based on targets tied to common-share price appreciation. Doyle also reported a directly held option covering 2,000,000 common shares at a $66.74 exercise price, expiring November 20, 2032. Reported common-share holdings included 193,855 shares held directly and 500,000 held by Lodgepole 231 LLC. Doyle is the LLC’s member and Investment Manager with sole voting and dispositive power over its assets, and disclaims beneficial ownership except to the extent of his pecuniary interest.

Insider DOYLE J PATRICK
Role Executive Chairman
Type Security Shares Price Value
Grant/Award Restricted Share Units F2, F3, F4 2,113.9926 $0.00 $0.00
Grant/Award Performance Share Units F5, F6 7,927.4722 $0.00 $0.00
holding Option (Right to Buy) -- -- --
holding Common Shares -- -- --
holding Common Shares F1 -- -- --
Holdings After Transaction: Restricted Share Units — 228,994.1805 contracts (Direct); Performance Share Units — 858,728.177 contracts (Direct); Option (Right to Buy) — 2,000,000 contracts (Direct); Common Shares — 193,855.0238 shares (Direct); Common Shares — 500,000 shares (Indirect, By LLC)
Footnotes (6)
  1. F1. These shares are held by Lodgepole 231 LLC, a Delaware limited liability company ("L231LLC"). The Reporting Person is a member of L231LLC and the Investment Manager with the sole voting and dispositive power over all of the assets of L231LLC, including the shares. The Reporting Person disclaims beneficial ownership of the securities held by L231LLC except to the extent of his pecuniary interest therein.
  2. F2. Each restricted share unit represents a contingent right to receive one common share.
  3. 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.
  4. F4. These restricted share units vest in equal annual installments. The remaining vestings will occur on November 21, 2026 and November 21, 2027.
  5. F5. The performance based restricted share units will have a performance period beginning November 21, 2022 and ending May 21, 2028 and may be earned from 50% for the threshold performance to 200% for maximum performance, based on meeting performance targets tied to the appreciation of the price of RBI common shares.
  6. F6. 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.
Restricted share units acquired 2,113.9926 restricted share units October 2, 2026; dividend equivalent rights on an underlying award
Performance share units acquired 7,927.4722 performance share units October 2, 2026; dividend equivalent rights on an underlying award
Restricted share units following transaction 228,994.1805 restricted share units Reported balance following the October 2, 2026 transaction
Performance share units following transaction 858,728.1770 performance share units Reported balance following the October 2, 2026 transaction
Shares underlying directly held option 2,000,000 common shares Option reported as held on October 2, 2026
Option exercise price $66.74 per share Directly held option expiring November 20, 2032
Common shares held by Lodgepole 231 LLC 500,000 shares Doyle is the LLC’s member and Investment Manager and disclaims beneficial ownership except to the extent of his pecuniary interest
Directly held common shares 193,855 shares Reported holding on October 2, 2026
dividend equivalent rights financial
"dividend equivalent rights that accrued on the underlying award"
Dividend equivalent rights are promises that mirror the cash payments shareholders get from a company’s profits, but they are paid to holders of certain awards (like stock options or restricted stock units) rather than to actual shares. Think of them as a paycheck top‑up that matches dividends while the award is not yet a real stock, and they matter to investors because they add to employee compensation costs and potential share dilution, affecting company profitability and per‑share value.
performance period financial
"performance period beginning November 21, 2022 and ending May 21, 2028"
The performance period is the specific time span over which an investment’s results, an employee’s targets, or a fund’s returns are measured and judged. It matters to investors because the length and start/end of that window determine which gains or losses count toward performance fees, bonus payouts, or benchmark comparisons—much like timing a race decides who wins, the chosen period can change whether results look strong or weak.
exercise price financial
"exercise price $66.7400"
The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.
beneficial ownership regulatory
"disclaims beneficial ownership of the securities held by L231LLC"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many units did QSR Executive Chairman J. Patrick Doyle acquire?

On October 2, 2026, J. Patrick Doyle acquired 2,113.9926 restricted share units and 7,927.4722 performance share units. The reported balances following those acquisitions were 228,994.1805 restricted share units and 858,728.1770 performance share units, respectively. The acquisitions represented dividend equivalent rights accrued on underlying awards.

What performance conditions apply to J. Patrick Doyle’s QSR performance share units?

The performance-based restricted share units have a performance period from November 21, 2022, through May 21, 2028, and may be earned from 50% for threshold performance to 200% for maximum performance. The targets are tied to appreciation in the price of RBI common shares.

When do J. Patrick Doyle’s QSR restricted share units vest?

The restricted share units vest in equal annual installments, with remaining vestings scheduled for November 21, 2026 and November 21, 2027.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
DOYLE J PATRICK

(Last)(First)(Middle)
C/O RESTAURANT BRANDS INTERNATIONAL INC.
5707 WATERFORD DISTRICT DRIVE

(Street)
MIAMI FLORIDA 33126

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Restaurant Brands International Inc. [ QSR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Executive Chairman
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
10/02/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Shares193,855.0238D
Common Shares500,000IBy LLC(1)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Option (Right to Buy)$66.7411/21/202711/20/2032Common Shares2,000,0002,000,000D
Restricted Share Units(2)10/02/2026A2,113.9926(3) (4) (4)Common Shares2,113.9926$0228,994.1805D
Performance Share Units(5)10/02/2026A7,927.4722(6) (5) (5)Common Shares7,927.4722$0858,728.177D
Explanation of Responses:
1. These shares are held by Lodgepole 231 LLC, a Delaware limited liability company ("L231LLC"). The Reporting Person is a member of L231LLC and the Investment Manager with the sole voting and dispositive power over all of the assets of L231LLC, including the shares. The Reporting Person disclaims beneficial ownership of the securities held by L231LLC except to the extent of his pecuniary interest therein.
2. Each restricted share unit represents a contingent right to receive one common share.
3. 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.
4. These restricted share units vest in equal annual installments. The remaining vestings will occur on November 21, 2026 and November 21, 2027.
5. The performance based restricted share units will have a performance period beginning November 21, 2022 and ending May 21, 2028 and may be earned from 50% for the threshold performance to 200% for maximum performance, based on meeting performance targets tied to the appreciation of the price of RBI common shares.
6. 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.
Remarks:
/s/ David Wallace, as Attorney-in-Fact for J. Patrick Doyle10/06/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

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