Restaurant Brands International (QSR) executive updates RSU and PSU awards

Rhea-AI Filing Summary

Restaurant Brands International officer Thomas Benjamin Curtis, President of Burger King US & Canada, reported equity award activity dated 12/31/2025. He acquired 2,599.7968 common shares through the vesting of restricted share units, bringing his directly held common shares to 77,556.9466.

The filing details multiple sets of restricted share units and performance share units. Certain restricted share units vest in equal annual installments with remaining vesting dates on December 15, 2026, December 15, 2027 and December 15, 2028. Performance-based restricted share units granted for 2023, 2024 and 2025 have performance periods running through December 31, 2025, February 23, 2027 and February 28, 2028 respectively, and, to the extent earned, will vest on February 22, 2026, March 15, 2027 and March 15, 2028.

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

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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^*

CURTIS THOMAS BENJAMIN

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Pres., BK US & CA

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		M		2,599.7968	A	(1)	77,556.9466	D

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
Restricted Share Units	(2)	12/31/2025		M			2,599.7968	(3)	(3)	Common Shares	2,599.7968	$0	0	D
Restricted Share Units	(2)							(4)	(4)	Common Shares	2,487.5253		2,487.5253	D
Performance Share Units	(5)							02/22/2026	02/22/2026	Common Shares	48,501.8145		48,501.8145	D
Restricted Share Units	(2)							(6)	(6)	Common Shares	7,709.2501		7,709.2501	D
Performance Share Units	(7)							03/15/2027	03/15/2027	Common Shares	63,382.3309		63,382.3309	D
Restricted Share Units	(2)							(8)	(8)	Common Shares	7,231.744		7,231.744	D
Performance Share Units	(9)							03/15/2028	03/15/2028	Common Shares	63,048.1069		63,048.1069	D

Explanation of Responses:

1. Represents the vesting of the Reporting Person's restricted share units, which will settle shortly thereafter. Any shares that are withheld or sold to satisfy tax obligations will be reported separately in connection with the settlement.

2. Each restricted share unit represents a contingent right to receive one common share.

3. These restricted share units vest in equal annual installments. The remaining vesting occurred on December 31, 2025.

4. These restricted share units vest in equal annual installments. The remaining vesting will occur on December 15, 2026.

5. The shares reported represent an award of performance based restricted share units ("2023 PBRSUs") granted to the Reporting Person. The 2023 PBRSUs will have a performance period beginning January 1, 2023 and ending December 31, 2025 and to the extent earned will vest on February 22, 2026. 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.

6. These restricted share units vest in equal annual installments. The remaining vestings will occur on December 15, 2026 and December 15, 2027.

7. 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.

8. 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.

9. 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 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.

Remarks:

	/s/ Jill Granat, as Attorney-in-Fact for Thomas Benjamin Curtis	01/05/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did QSR executive Thomas Benjamin Curtis report?

Thomas Benjamin Curtis reported the vesting of restricted share units on 12/31/2025, which resulted in the acquisition of 2,599.7968 common shares of Restaurant Brands International.

How many Restaurant Brands International (QSR) shares does Thomas Benjamin Curtis now hold?

After the reported transaction, Thomas Benjamin Curtis beneficially owns 77,556.9466 common shares of Restaurant Brands International, held directly.

What is Thomas Benjamin Curtis’s role at Restaurant Brands International (QSR)?

The reporting person, Thomas Benjamin Curtis, is listed as an officer of Restaurant Brands International with the title President, Burger King US & Canada.

What are the key vesting dates for Curtis’s restricted share units at QSR?

Certain restricted share units vest in equal annual installments, with remaining vesting dates noted as December 15, 2026, December 15, 2027 and December 15, 2028, depending on the specific award.

How are Thomas Benjamin Curtis’s 2023 PBRSUs at Restaurant Brands International structured?

The 2023 performance-based restricted share units (2023 PBRSUs) have a performance period from January 1, 2023 to December 31, 2025 and, to the extent earned, will vest on February 22, 2026. The number of common shares earned can increase or decrease based on the performance condition.

What are the performance periods and vesting dates for the 2024 and 2025 PBRSUs at QSR?

The 2024 PBRSUs have a performance period from February 23, 2024 to February 23, 2027 and, if earned, will vest on March 15, 2027. The 2025 PBRSUs have a performance period from February 28, 2025 to February 28, 2028 and, if earned, will vest on March 15, 2028.

What does each restricted share unit reported by Thomas Benjamin Curtis represent?

Each restricted share unit reported in the filing represents a contingent right to receive one common share of Restaurant Brands International.