Restaurant Brands (QSR) officer details RSU vesting and option holdings

Rhea-AI Filing Summary

Restaurant Brands International executive Peter Perdue, President of Popeyes US & Canada, reported changes in his equity holdings in a Form 4 filing. On December 31, 2025, 877.9716 restricted share units vested and converted into common shares, increasing his directly owned common shares to 37,384.8674. Any shares withheld or sold to cover taxes will be reported separately.

The filing also lists fully vested stock options to buy 10,000 common shares at $64.75 and 12,000 shares at $66.31, as well as multiple restricted share unit and performance share unit awards. These include time-based RSUs that vest in equal annual installments through dates such as December 15, 2028, and performance-based RSUs with performance periods running through the end of 2025, 2027, and 2028, with final vesting contingent on meeting performance conditions.

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^*

PERDUE PETER

(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)
	President, Popeyes-US & Canada

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		877.9716	A	(1)	37,384.8674	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
Option (Right to Buy)	$64.75							(2)	02/21/2029	Common Shares	10,000		10,000	D
Option (Right to Buy)	$66.31							(2)	02/20/2030	Common Shares	12,000		12,000	D
Restricted Share Units	(3)	12/31/2025		M			877.9716	(4)	(4)	Common Shares	877.9716	$0	0	D
Restricted Share Units	(3)							(5)	(5)	Common Shares	494		494	D
Performance Share Units	(6)							02/22/2026	02/22/2026	Common Shares	12,125.4536		12,125.4536	D
Restricted Share Units	(3)							(7)	(7)	Common Shares	2,145.7643		2,145.7643	D
Performance Share Units	(8)							03/15/2027	03/15/2027	Common Shares	11,972.1119		11,972.1119	D
Restricted Share Units	(3)							(9)	(9)	Common Shares	2,215.351		2,215.351	D
Performance Share Units	(10)							03/15/2028	03/15/2028	Common Shares	13,396.9135		13,396.9135	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. These options are fully vested and exercisable.

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

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

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

6. 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.

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

8. 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.

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 on 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/ David Wallace, Attorney-in-Fact for Peter Perdue	01/05/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did Restaurant Brands International (QSR) report for Peter Perdue?

The filing reports the vesting of 877.9716 restricted share units into common shares on December 31, 2025, which increased Peter Perdue’s directly owned common shares to 37,384.8674. Any shares withheld or sold to satisfy tax obligations will be disclosed in a separate report.

What is Peter Perdue’s role at Restaurant Brands International (QSR)?

Peter Perdue is identified as an officer of Restaurant Brands International, serving as President, Popeyes-US & Canada.

What stock options does Peter Perdue hold according to this Form 4 for QSR?

The filing shows fully vested options to buy 10,000 common shares at $64.75 per share expiring on February 21, 2029, and 12,000 common shares at $66.31 per share expiring on February 20, 2030. These options are reported as fully vested and exercisable.

What restricted share units (RSUs) are outstanding for Peter Perdue at Restaurant Brands International?

The report lists several RSU awards, each representing a contingent right to receive one common share. Certain RSUs vest in equal annual installments, with remaining vesting dates including December 15, 2026, December 15, 2027, and December 15, 2028. One RSU grant had its remaining vesting occur on December 31, 2025.

What are the performance-based RSUs (PBRSUs) reported for QSR executive Peter Perdue?

The filing describes 2023 PBRSUs with a performance period from January 1, 2023 to December 31, 2025 that, if earned, will vest on February 22, 2026. It also includes 2024 PBRSUs with a performance period from February 23, 2024 to February 23, 2027, vesting on March 15, 2027, and 2025 PBRSUs with a performance period from February 28, 2025 to February 28, 2028, vesting on March 15, 2028, in each case subject to performance conditions.

How many performance share units and related common shares are reported as beneficially owned?

The report shows performance share unit awards tied to 12,125.4536 common shares with a vesting date of February 22, 2026, and additional performance share unit awards tied to 11,972.1119 and 13,396.9135 common shares with vesting dates of March 15, 2027 and March 15, 2028, respectively, all held as direct beneficial ownership.