Restaurant Brands (NYSE: QSR) exec sells shares, PBRSUs vest at 80%
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Restaurant Brands International Inc. officer Jeffrey Housman reported multiple equity transactions. On February 23, 2026, he completed an open‑market sale of 7,705.1055 common shares at $67.51 per share, with a footnote stating the sale was to cover withholding tax obligations on the settlement of performance‑based restricted share units.
On February 22, 2026, he exercised performance share units into 19,580.9543 common shares at a stated price of $0.00 per share and now holds 159,961.9254 common shares directly. The filing also lists direct holdings of exchangeable units, stock options, restricted share units, and additional performance share units with various vesting schedules and performance periods.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Seller: 7,705.106 shares ($520,172)
Net Sell
12 txns
Insider
Housman Jeffrey
Role
See Remarks
Sold
7,705.106 shs ($520K)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Shares | 7,705.106 | $67.51 | $520K |
| Exercise | Performance Share Units | 24,476.193 | $0.00 | -- |
| Exercise | Common Shares | 19,580.954 | $0.00 | -- |
| holding | Exchangeable Units | -- | -- | -- |
| 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:
Common Shares — 159,961.925 shares (Direct);
Performance Share Units — 0 shares (Direct);
Exchangeable Units — 431 shares (Direct);
Option (Right to Buy) — 20,000 shares (Direct);
Restricted Share Units — 2,580.282 shares (Direct)
Footnotes (1)
- The 2023 PBRSUs vested at 80% of target based on the results of the performance condition. Represents shares sold to cover withholding tax obligations on the settlement of the vesting of the Reporting Person's performance based restricted share units. 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 shares 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 Limited Partnership (subject to the consent of the Restaurant Brands International Inc. conflicts committee, in certain circumstances). This conversion right has no expiration date. These options are fully vested and exercisable. Each restricted share unit represents a contingent right to receive one common share. These restricted share units vest in equal annual installments. The remaining vesting will occur on December 15, 2026. The shares reported represent an award of performance based restricted share units ("2023 PBRSUs") granted to the Reporting Person. The 2023 PBRSUs had a performance period beginning January 1, 2023 and ending December 31, 2025 and to the extent earned vested on February 22, 2026. The 2023 PBRSUs vested at 80% of target. These restricted share units vest in equal annual installments. The remaining vestings will occur on December 15, 2026 and December 15, 2027. 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. 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. 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.
FAQ
What insider transactions did QSR officer Jeffrey Housman report?
Jeffrey Housman reported exercising performance share units into common shares and selling 7,705.1055 common shares. The sale was explicitly described as covering tax withholding on performance-based restricted share unit vesting, indicating an administrative transaction rather than a discretionary portfolio change.
Were the Restaurant Brands (QSR) performance-based RSUs fully earned for this insider?
A footnote states that 2023 performance-based restricted share units vested at 80% of target based on performance through December 31, 2025. The earned portion vested on February 22, 2026, resulting in share settlement and the related tax-withholding share sale.
Do future performance-based awards remain outstanding for the QSR insider?
Yes. Footnotes describe 2024 and 2025 performance-based restricted share units with performance periods running into 2027 and 2028. The number of common shares ultimately earned from these awards will depend on future performance results over those stated timeframes.