RBI (NYSE: QSR) president exercises 10,000 options and sells 10,000 shares

Rhea-AI Filing Summary

Restaurant Brands International Inc. President, International Thiago T. Santelmo exercised options for 10,000 common shares at an exercise price of $55.5500 per share, then sold 10,000 common shares in an open-market transaction at a weighted average price of $75.4147 per share.

Following these transactions, he holds 78,559.731 common shares directly, along with various equity awards, including options over 47,500 common shares and multiple restricted and performance share unit grants that may settle in additional common shares if vesting and performance conditions are met.

Insights

Equity compensation analyst

Routine option exercise and sale with sizable remaining stake.

Thiago T. Santelmo exercised options for 10,000 Restaurant Brands International common shares at $55.5500 and sold 10,000 shares at a weighted average of $75.4147. This is a classic exercise-and-sell pattern converting options into cash.

After the sale, he still directly owns 78,559.731 common shares plus significant equity awards. These include options over 47,500 underlying shares and large restricted and performance share unit positions, some vesting through 2029. Within this filing, the sale represents only a portion of his overall equity exposure.

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^*

SANTELMO THIAGO T

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, International

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/17/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Shares	03/17/2026		M		10,000	A	$55.55	88,559.731	D
Common Shares	03/17/2026		S		10,000	D	$75.4147(1)	78,559.731	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
Exchangeable Units(2)	(2)							(2)	(2)	Common Shares	205		205	D
Option (Right to Buy)	$55.55	03/17/2026		M			10,000	(3)	02/23/2027	Common Shares	10,000	$0	0	D
Option (Right to Buy)	$58.44							(3)	02/22/2028	Common Shares	10,000		10,000	D
Option (Right to Buy)	$64.75							(3)	02/21/2029	Common Shares	30,000		30,000	D
Option (Right to Buy)	$66.31							(3)	02/20/2030	Common Shares	7,500		7,500	D
Restricted Share Units	(4)							(5)	(5)	Common Shares	2,186.7167		2,186.7167	D
Restricted Share Units	(4)							(6)	(6)	Common Shares	3,030.4769		3,030.4769	D
Performance Share Units	(7)							03/15/2027	03/15/2027	Common Shares	30,620.8904		30,620.8904	D
Restricted Share Units	(4)							(8)	(8)	Common Shares	5,548.3447		5,548.3447	D
Performance Share Units	(9)							03/15/2028	03/15/2028	Common Shares	41,361.6136		41,361.6136	D
Restricted Share Units	(4)							(10)	(10)	Common Shares	15,553		15,553	D
Performance Share Units	(11)							03/15/2029	03/15/2029	Common Shares	47,958		47,958	D

Explanation of Responses:

1. Represents the weighted average price of the shares sold. The prices of the shares sold pursuant to the transaction range from $75.30 to $75.475 per share. The Reporting Person, upon request, will provide the Securities and Exchange Commission staff, the issuer or a security holder of the issuer full information regarding the number of shares sold at each separate price.

2. 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 share 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 Partnership (subject to the consent of the Restaurant Brands International Inc. conflicts committee, in certain circumstances). This conversion right has no expiration date.

3. These options are fully vested and exercisable.

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

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. 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.

9. The shares reported represent an award of performance based restricted share units ("2025 PBRSUs") granted to the Reporting Person. The 2025 PBRSUs 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.

10. 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.

11. The shares reported represent an award of performance based restricted shares 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:

	/s/ David Wallace, as Attorney-in-Fact for Thiago T. Santelmo	03/18/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did QSR executive Thiago Santelmo report in this Form 4?

Thiago T. Santelmo reported exercising options for 10,000 Restaurant Brands International common shares at $55.5500 and selling 10,000 shares at a weighted average price of $75.4147, while retaining a substantial remaining ownership stake and multiple equity awards.

How many Restaurant Brands International (QSR) shares did Thiago Santelmo sell?

He sold 10,000 common shares. The filing states these were sold in an open-market transaction at a weighted average price of $75.4147 per share, with individual sale prices ranging from $75.30 to $75.475 per share, as detailed in the footnotes.

What options did Thiago Santelmo exercise in the Restaurant Brands International Form 4?

He exercised an option over 10,000 common shares at an exercise price of $55.5500 per share. After this transaction, remaining option holdings include grants over 10,000 shares at $58.4400 and 37,500 shares at exercise prices up to $66.3100, expiring between 2028 and 2030.

What are Thiago Santelmo’s remaining QSR share holdings after these transactions?

After the reported exercise and sale, he directly owns 78,559.731 common shares. He also holds 205 exchangeable units plus multiple restricted share unit and performance share unit awards that reference tens of thousands of additional underlying common shares, subject to vesting and performance conditions.

What equity awards besides options does Thiago Santelmo hold in QSR?

He holds several restricted share unit and performance share unit awards. The filing lists RSUs referencing 2,186.7167, 3,030.4769, 5,548.3447 and 15,553.0000 shares, plus PSUs referencing 30,620.8904, 41,361.6136 and 47,958.0000 shares, vesting between 2027 and 2029 if conditions are met.

How are Restaurant Brands International exchangeable units held by Thiago Santelmo described?

Each Restaurant Brands International Partnership exchangeable unit can be converted into one common share or a cash amount based on a trading-price formula. The general partner chooses cash or shares, with conflicts committee oversight in some cases, and this conversion right has no stated expiration date in the disclosure.