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Restaurant Brands exec acquires dividend equivalent rights

The performance-based awards are subject to results-based adjustment, while the associated restricted share units vest in annual installments.

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Form Type
4

Rhea-AI Filing Summary

Restaurant Brands International Inc. (QSR) reports that Chief People & Services Officer Jeffrey Housman acquired dividend equivalent rights on October 2, 2026, associated with restricted share units (24, 50, 54 and 75 common shares) and performance-based restricted share units (270, 324 and 344 common shares). Related restricted share units vest in annual installments through December 15, 2029. The performance periods for the three performance-based awards end February 23, 2027, February 28, 2028 and February 25, 2029; shares earned can increase or decrease based on performance.

Direct common-share holdings were 162,077 as of October 2, 2026. The holdings also list 431 exchangeable units underlying common shares and fully vested, exercisable options for 30,000 common shares at $58.44, expiring February 23, 2028, and 20,000 common shares at $66.31, expiring February 21, 2030.

Insider Housman Jeffrey
Role See Remarks
Type Security Shares Price Value
Grant/Award Restricted Share Units F3, F4, F5 24.4655 $0.00 $0.00
Grant/Award Restricted Share Units F3, F4, F6 50.4675 $0.00 $0.00
Grant/Award Performance Share Units F7, F8 269.5802 $0.00 $0.00
Grant/Award Restricted Share Units F3, F4, F9 53.7288 $0.00 $0.00
Grant/Award Performance Share Units F10, F8 324.2998 $0.00 $0.00
Grant/Award Restricted Share Units F3, F4, F11 75.2278 $0.00 $0.00
Grant/Award Performance Share Units F12, F8 344.4798 $0.00 $0.00
holding Exchangeable Units F1 -- -- --
holding Option (Right to Buy) F2 -- -- --
holding Option (Right to Buy) F2 -- -- --
holding Common Shares -- -- --
Holdings After Transaction: Restricted Share Units — 22,085.9483 contracts (Direct); Performance Share Units — 101,646.0189 contracts (Direct); Exchangeable Units — 431 contracts (Direct); Option (Right to Buy) — 50,000 contracts (Direct); Common Shares — 162,076.9254 shares (Direct)
Footnotes (12)
  1. F1. 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.
  2. F2. These options are fully vested and exercisable.
  3. F3. Each restricted share unit represents a contingent right to receive one common share.
  4. F4. 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.
  5. F5. These restricted share units vest in equal annual installments. The remaining vesting will occur on December 15, 2026.
  6. F6. These restricted share units vest in equal annual installments. The remaining vestings will occur on December 15, 2026 and December 15, 2027.
  7. F7. 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. F8. 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.
  9. F9. 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.
  10. F10. 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.
  11. F11. 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.
  12. F12. 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.
RSU-linked dividend equivalent rights 24 shares Reported October 2, 2026
RSU-linked dividend equivalent rights 50 shares Reported October 2, 2026
RSU-linked dividend equivalent rights 54 shares Reported October 2, 2026
RSU-linked dividend equivalent rights 75 shares Reported October 2, 2026
Performance-based RSU-linked dividend equivalent rights 270 shares Reported October 2, 2026
Performance-based RSU-linked dividend equivalent rights 324 shares Reported October 2, 2026
Performance-based RSU-linked dividend equivalent rights 344 shares Reported October 2, 2026
Direct common-share holdings 162,077 shares As of 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.
restricted share unit financial
"Each restricted share unit represents a contingent right to receive one common share."
A restricted share unit (RSU) is a promise by a company to give an employee a set number of company shares at a future date, typically after meeting time or performance conditions. For investors, RSUs matter because when they convert into actual shares they increase the number of shares outstanding (like unlocking more tickets in a game), which can dilute existing holders, and they align employee incentives with company performance, influencing behavior and long-term value.
performance based restricted share units financial
"an award of performance based restricted share units"
performance period financial
"will have a performance period beginning February 23, 2024 and ending February 23, 2027"
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.
exchangeable unit financial
"exchangeable unit is convertible"

FAQ

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

What did QSR officer Jeffrey Housman acquire on October 2, 2026?

He acquired dividend equivalent rights associated with restricted share units representing 24, 50, 54 and 75 common shares, and performance-based restricted share units representing 270, 324 and 344 common shares.

What options does QSR officer Jeffrey Housman hold?

The holdings list fully vested and exercisable options for 30,000 common shares at $58.44, expiring February 23, 2028, and 20,000 common shares at $66.31, expiring February 21, 2030.

When can QSR's performance-based share units vest?

To the extent earned, the performance-based units vest on March 15, 2027, March 15, 2028 and March 15, 2029, following performance periods ending February 23, 2027, February 28, 2028 and February 25, 2029, respectively. Shares earned can increase or decrease based on performance.

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*
Housman Jeffrey

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
See Remarks
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 Shares162,076.9254D
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
Exchangeable Units(1)(1) (1) (1)Common Shares431431D
Option (Right to Buy)$58.44 (2)02/23/2028Common Shares30,00030,000D
Option (Right to Buy)$66.31 (2)02/21/2030Common Shares20,00020,000D
Restricted Share Units(3)10/02/2026A24.4655(4) (5) (5)Common Shares24.4655$02,650.1746D
Restricted Share Units(3)10/02/2026A50.4675(4) (6) (6)Common Shares50.4675$05,466.7991D
Performance Share Units(7)10/02/2026A269.5802(8)03/15/202703/15/2027Common Shares269.5802$029,201.7545D
Restricted Share Units(3)10/02/2026A53.7288(4) (9) (9)Common Shares53.7288$05,820.0635D
Performance Share Units(10)10/02/2026A324.2998(8)03/15/202803/15/2028Common Shares324.2998$035,129.1537D
Restricted Share Units(3)10/02/2026A75.2278(4) (11) (11)Common Shares75.2278$08,148.9111D
Performance Share Units(12)10/02/2026A344.4798(8)03/15/202903/15/2029Common Shares344.4798$037,315.1107D
Explanation of Responses:
1. 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.
2. These options are fully vested and exercisable.
3. Each restricted share unit represents a contingent right to receive one common share.
4. 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.
5. These restricted share units vest in equal annual installments. The remaining vesting will occur on December 15, 2026.
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. 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.
9. 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.
10. 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.
11. 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.
12. 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.
Remarks:
Chief People & Services Officer
/s/ David Wallace, as Attorney-in-Fact for Jeffrey Housman10/06/2026
** 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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