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[Form 4] Restaurant Brands International Inc. Insider Trading Activity

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Sami A. Siddiqui, Chief Financial Officer of Restaurant Brands International Inc. (QSR), reported insider activity on 10/07/2025. The filing shows a sale of 12,804.283 common shares, leaving indirect beneficial ownership of 235,228 shares held in a revocable trust. The report also records multiple equity awards and option grants: fully vested options to buy 80,000 and 20,000 common shares at exercise prices of $55.55 and $66.31, respectively, and a series of restricted share units and performance-based restricted share units that, if earned or vested, correspond to additional common shares with vesting or performance periods between 02/22/2026 and 05/21/2030.

The options are noted as fully vested and exercisable. Several awards include dividend equivalent rights and are subject to vesting schedules and performance conditions that may increase or decrease the final share amounts. The filer signed via attorney-in-fact on 10/09/2025.

Positive

  • None.

Negative

  • None.

Insights

Sale of ~12.8K shares and multiple long-dated equity awards were reported by the CFO.

The 12,804.283-share disposal reduces direct share holdings while leaving an indirect beneficial stake of 235,228 shares in a revocable trust, which signals continued family/related-party ownership rather than complete divestment. Concurrently, the CFO received option grants totaling 100,000 options (80,000 and 20,000) with exercise prices of $55.55 and $66.31 and multiple RSU/PSU awards with performance periods ending between 02/22/2026 and 05/21/2030.

These elements together show routine compensation activity: a small open-market sale paired with long-term incentive awards that vest over multi-year horizons. Monitor the performance-based vesting outcomes on or after 02/22/2026, 03/15/2027, 03/15/2028, and 05/21/2030 for concrete changes to outstanding share dilution and insider holdings.

Insider Siddiqui Sami A.
Role Chief Financial Officer
Type Security Shares Price Value
Grant/Award Restricted Share Units 21.9547 $0.00 $0.00
Grant/Award Restricted Share Units 43.4925 $0.00 $0.00
Grant/Award Performance Share Units 360.565 $0.00 $0.00
Grant/Award Restricted Share Units 99.0254 $0.00 $0.00
Grant/Award Performance Share Units 439.7751 $0.00 $0.00
Grant/Award Restricted Share Units 92.0311 $0.00 $0.00
Grant/Award Performance Share Units 632.741 $0.00 $0.00
Grant/Award Performance Share Units 667.6935 $0.00 $0.00
holding Option (Right to Buy) -- -- --
holding Option (Right to Buy) -- -- --
holding Common Shares -- -- --
holding Common Shares -- -- --
Holdings After Transaction: Restricted Share Units — 28,753.2364 shares (Direct); Performance Share Units — 235,490.0554 shares (Direct); Option (Right to Buy) — 100,000 shares (Direct); Common Shares — 12,804.283 shares (Direct); Common Shares — 235,228 shares (Indirect, By Trust)
Footnotes (13)
  1. F1. These shares are held by a revocable trust, of which the Reporting Person is the settlor and trustee for the benefit of the Reporting Person.
  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 31, 2025.
  6. F6. These restricted share units vest in equal annual installments. The remaining vestings will occur on December 15, 2025 and December 15, 2026.
  7. F7. 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.
  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, 2025, December 15, 2026 and December 15, 2027.
  10. F10. The shares reported represent an award of performance based share units ("2024 PSUs") granted to the Reporting Person. The 2024 PSUs 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.
  11. F11. These restricted share units vest in equal annual installments. The vestings will occur on December 15, 2025, December 15, 2026, December 15, 2027 and December 15, 2028.
  12. F12. The shares reported represent an award of performance based restricted share units ("2025-1 PBRSUs") granted to the Reporting Person. The 2025-1 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.
  13. F13. The shares reported represent an award of performance based restricted share units ("2025-2 PBRSUs") granted to the Reporting Person. The 2025-2 PBRSUs will have a performance period beginning May 15, 2025 and ending May 21, 2028 and to the extent earned will vest on May 21, 2030. 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.

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Form 4 Insider Transactions: What Each Field Means →
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
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*
Siddiqui Sami A.
(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)
Chief Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
10/07/2025
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 12,804.283 D
Common Shares 235,228 I By Trust(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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Option (Right to Buy) $55.55 (2) 02/23/2027 Common Shares 80,000 80,000 D
Option (Right to Buy) $66.31 (2) 02/20/2030 Common Shares 20,000 20,000 D
Restricted Share Units (3) 10/07/2025 A 21.9547(4) (5) (5) Common Shares 21.9547 $0 2,461.05 D
Restricted Share Units (3) 10/07/2025 A 43.4925(4) (6) (6) Common Shares 43.4925 $0 4,875.3743 D
Performance Share Units (7) 10/07/2025 A 360.565(8) 02/22/2026 02/22/2026 Common Shares 360.565 $0 40,418.1787 D
Restricted Share Units (3) 10/07/2025 A 99.0254(4) (9) (9) Common Shares 99.0254 $0 11,100.4283 D
Performance Share Units (10) 10/07/2025 A 439.7751(8) 03/15/2027 03/15/2027 Common Shares 439.7751 $0 49,297.3684 D
Restricted Share Units (3) 10/07/2025 A 92.0311(4) (11) (11) Common Shares 92.0311 $0 10,316.3838 D
Performance Share Units (12) 10/07/2025 A 632.741(8) 03/15/2028 03/15/2028 Common Shares 632.741 $0 70,928.2212 D
Performance Share Units (13) 10/07/2025 A 667.6935(8) 05/21/2030 05/21/2030 Common Shares 667.6935 $0 74,846.2871 D
Explanation of Responses:
1. These shares are held by a revocable trust, of which the Reporting Person is the settlor and trustee for the benefit of the Reporting Person.
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 31, 2025.
6. These restricted share units vest in equal annual installments. The remaining vestings will occur on December 15, 2025 and December 15, 2026.
7. 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.
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, 2025, December 15, 2026 and December 15, 2027.
10. The shares reported represent an award of performance based share units ("2024 PSUs") granted to the Reporting Person. The 2024 PSUs 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.
11. These restricted share units vest in equal annual installments. The vestings will occur on December 15, 2025, December 15, 2026, December 15, 2027 and December 15, 2028.
12. The shares reported represent an award of performance based restricted share units ("2025-1 PBRSUs") granted to the Reporting Person. The 2025-1 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.
13. The shares reported represent an award of performance based restricted share units ("2025-2 PBRSUs") granted to the Reporting Person. The 2025-2 PBRSUs will have a performance period beginning May 15, 2025 and ending May 21, 2028 and to the extent earned will vest on May 21, 2030. 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/ Deul Lim, as Attorney-in-Fact for Sami A. Siddiqui 10/09/2025
** 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.

Source: View Original Filing on SEC EDGAR