Form 4: Director Marc Lemann Acquires QSR Restricted Stock Units

Restaurant Brands International Director Marc Lemann acquired 1,454 common shares as restricted share units, vesting upon grant and settling after board service termination.

Summary

• Marc Lemann, a Director of Restaurant Brands International Inc. (QSR), acquired 1,454 common shares as restricted share units (RSUs) on December 31, 2025.
• These RSUs were earned and vested upon grant and are set to settle following the termination of his board service.
• Lemann's direct beneficial ownership of common shares following this transaction is 6,708.
• He also indirectly beneficially owns 15,000 common shares through Maai Ltd., where he is the sole owner, disclaiming beneficial ownership except for his pecuniary interest.
• Additionally, Lemann directly holds options to purchase 15,358 common shares at an exercise price of $65.11, which become exercisable on June 25, 2026, and expire on June 25, 2031.

Sentiment

Score: 7

Explanation: The acquisition of restricted share units by a director is generally a positive signal of alignment with shareholder interests, even if it's part of compensation. It increases the director's stake in the company, which is a favorable indicator.

Positives

• The acquisition of restricted share units by a director signals continued alignment of management's interests with long-term shareholder value.
• The grant of equity compensation is a standard practice that incentivizes directors to contribute to the company's success.

Negatives

• The acquired shares were granted at a price of $0, indicating they are compensation rather than an open-market purchase with personal capital.

Future Outlook

The filing reports a future acquisition of restricted share units by Director Marc Lemann on December 31, 2025, which will settle upon his termination of board service. It also details existing stock options exercisable from June 25, 2026, until June 25, 2031.

Industry Context

This Form 4 filing reflects a routine insider transaction, specifically an equity grant to a director, which is a common component of executive and director compensation packages across publicly traded companies. Such grants are designed to align the interests of company leadership with those of shareholders.

Related Party Transactions

• Marc Lemann indirectly holds 15,000 common shares through Maai Ltd., an entity of which he is the sole owner. He disclaims beneficial ownership except to the extent of his pecuniary interest.

Stakeholder Impact

• Shareholders: The director's increased equity stake through RSUs enhances alignment of interests, potentially leading to decisions that benefit long-term shareholder value.
• Director (Marc Lemann): Receives additional equity compensation, increasing his personal investment and financial incentive tied to the company's performance.

Next Steps

• The 1,454 restricted share units acquired on December 31, 2025, will settle following the termination of Marc Lemann's board service.
• The 15,358 stock options will become exercisable starting June 25, 2026.

Key Dates

Recommendation

This Form 4 reports a routine equity grant to a director as part of their compensation, which is a neutral to slightly positive event for shareholder alignment. It does not provide new information that would warrant a change in investment recommendation.

Keywords

Restaurant Brands International, QSR, Marc Lemann, Form 4, Insider Transaction, Restricted Share Units, RSU, Director Compensation, Equity Grant, Beneficial Ownership, Stock Options