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

Rhea-AI Filing Summary

J. Patrick Doyle, Executive Chairman and director of Restaurant Brands International (QSR), reported changes in his beneficial ownership on 10/07/2025. The filing shows a disposition of 127,000.6322 common shares, leaving an indirect beneficial holding of 500,000 common shares held through Lodgepole 231 LLC. The report also discloses derivative positions: an option to buy 2,000,000 common shares at a strike price of $66.74 exercisable beginning 11/21/2027 and expiring 11/20/2032, plus newly recorded restricted share units and performance share units that convert to 2,955.9653 and 7,389.9132 common shares respectively when settled. The filing notes dividend equivalents on those awards and vesting/ performance periods for the equity awards.

Positive

• Maintains significant long-term upside via a 2,000,000-share option exercisable from 11/21/2027
• Holds indirect ownership of 500,000 common shares through Lodgepole 231 LLC
• Received restricted share units and performance share units that include dividend equivalents and vest on stated schedules

Negative

• Disposed of 127,000.6322 common shares on 10/07/2025
• Performance share units are subject to a multi-year performance period ending on 05/21/2028, so conversion to shares is contingent

Insights

Corporate Governance Expert

Insider executed a sizable sale but retains large long-term equity exposure.

The reported disposition of 127,000.6322 common shares reduces direct holdings while the reporting person maintains indirect ownership of 500,000 shares through L231LLC and holds substantial derivative exposure via a 2,000,000-share option at $66.74.

Retention of long-dated options and new restricted and performance share units aligns the insider’s incentives with long-term share performance; key dependencies include the option exercise window beginning on 11/21/2027 and the PSU performance period ending 05/21/2028.

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^*

DOYLE J PATRICK

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Chairman

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								127,000.6322	D
Common Shares								500,000	I	By LLC(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)	$66.74							11/21/2027	11/20/2032	Common Shares	2,000,000		2,000,000	D
Restricted Share Units	(2)	10/07/2025		A		2,955.9653(3)		(4)	(4)	Common Shares	2,955.9653	$0	331,354.1747	D
Performance Share Units	(5)	10/07/2025		A		7,389.9132(6)		(5)	(5)	Common Shares	7,389.9132	$0	828,385.4368	D

Explanation of Responses:

1. These shares are held by Lodgepole 231 LLC, a Delaware limited liability company ("L231LLC"). The Reporting Person is a member of L231LLC and the Investment Manager with the sole voting and dispositive power over all of the assets of L231LLC, including the shares. The Reporting Person disclaims beneficial ownership of the securities held by L231LLC except to the extent of his pecuniary interest therein.

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

3. 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.

4. These restricted share units vest in equal annual installments. The remaining vestings will occur on November 21, 2025, November 21, 2026 and November 21, 2027.

5. The performance based restricted share units ("PBRSUs") will have a performance period beginning November 21, 2022 and ending May 21, 2028 and may be earned from 50% for the threshold performance to 200% for maximum performance, based on meeting performance targets tied to the appreciation of the price of RBI common shares.

6. 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.

Remarks:

	/s/ Deul Lim, as Attorney-in-Fact for J. Patrick Doyle	10/09/2025
	** Signature of Reporting Person	Date
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