Restaurant Brands (QSR) director updates share and option holdings

Rhea-AI Filing Summary

Restaurant Brands International director reports share grant and holdings update. A board member acquired 1,454 common shares of Restaurant Brands International Inc. on 12/31/2025 at a price of $0, described as restricted share units that are earned and vested upon grant and that settle after board service ends. Following this transaction, the director beneficially owns 6,708 common shares directly and 15,000 common shares indirectly through Maai Ltd., an entity the director solely owns and for which beneficial ownership is disclaimed except for pecuniary interest. The director also holds an option to buy 15,358 common shares at an exercise price of $65.11 per share, exercisable starting 06/25/2026 and expiring on 06/25/2031.

SEC Form 4

FORM 4

UNITED 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

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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^*

Lemann Marc

(Last) (First) (Middle)

C/O RESTAURANT BRANDS INTERNATIONAL INC.

5707 BLUE LAGOON DRIVE

(Street)

MIAMI FL 33126

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Restaurant Brands International Inc. [ QSR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
12/31/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Shares	12/31/2025		A		1,454(1)	A	$0	6,708	D
Common Shares								15,000	I	By Entity(2)

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Option (Right to Buy)	$65.11							06/25/2026	06/25/2031	Common Shares	15,358		15,358	D

Explanation of Responses:

1. Represents restricted share units that are earned and vested upon grant and that settle following termination of board service.

2. The securities are held by Maai Ltd., of which the Reporting Person is the sole owner. The Reporting Person disclaims beneficial ownership of the securities held by Maai Ltd. except to the extent of his pecuniary interest therein.

Remarks:

	/s/ Jill Granat, Attorney-in-Fact for Marc Lemann	01/05/2026
	** Signature of Reporting Person	Date
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.

FAQ

What insider transaction was reported for Restaurant Brands International (QSR)?

A director of Restaurant Brands International Inc. reported acquiring 1,454 common shares on 12/31/2025. These are restricted share units that are earned and vested upon grant and will settle after the director’s board service ends.

How many Restaurant Brands International (QSR) shares does the director now beneficially own?

After the reported transaction, the director beneficially owns 6,708 common shares directly and 15,000 common shares indirectly held by Maai Ltd.

What is the nature of the indirect ownership reported for QSR shares?

The 15,000 common shares are held by Maai Ltd., which is solely owned by the reporting person. The director disclaims beneficial ownership of these securities except to the extent of his pecuniary interest in them.

What are the terms of the stock option held by the Restaurant Brands International director?

The director holds an option to buy 15,358 common shares of Restaurant Brands International at an exercise price of $65.11 per share. The option becomes exercisable on 06/25/2026 and expires on 06/25/2031.

What are the restricted share units granted to the Restaurant Brands International director?

The reported 1,454 shares represent restricted share units that are earned and vested upon grant. They are scheduled to settle in shares after the director’s service on the board terminates.

Is the reported Restaurant Brands International (QSR) filing made by one reporting person or a group?

The filing indicates it is a Form filed by one reporting person, reflecting the holdings and transactions of a single director.