Form 4: QSR Executive Reports Share Transactions

Restaurant Brands International's EVP, General Counsel & Secretary, Jill Granat, reported recent share acquisitions from dividend equivalents and sales to cover tax obligations.

Summary

• Jill Granat, EVP, General Counsel & Secretary of Restaurant Brands International Inc. (QSR), reported changes in her beneficial ownership.
• On January 6, 2026, she acquired 45.1442 common shares at $0, settled from dividend equivalent rights on a vested restricted share unit award.
• On January 7, 2026, she disposed of 1,925.0829 common shares at a price of $67.44 per share. This sale was to cover withholding tax obligations related to the vesting of previously reported restricted share units.
• Following these transactions, her direct beneficial ownership of common shares is 458,279.9556.
• She also holds 52,965 exchangeable units, convertible into QSR common shares or cash, with no expiration date.
• She holds fully vested options to buy 50,000 common shares at $56.92 (expiring May 4, 2027) and 25,000 common shares at $66.31 (expiring February 20, 2030).
• She acquired additional dividend equivalent rights on restricted share units (36.4995, 72.1104, 70.1309 units) and performance share units (337.9284, 327.1155, 402.6679 units) on January 6, 2026, all at $0. These rights vest proportionately with their underlying awards.

Sentiment

Score: 6

Explanation: The filing reflects routine executive compensation activities, including the acquisition of shares through dividend equivalent rights and the sale of shares to cover tax obligations. The continued accumulation of equity through various incentive plans and the significant overall beneficial ownership suggest ongoing alignment of executive interests with shareholder value, which is a slightly positive signal.

Positives

• Acquisition of 45.1442 common shares from dividend equivalent rights, indicating continued accumulation of equity.
• Continued holding of significant equity, including 458,279.9556 common shares, 52,965 exchangeable units, and options for 75,000 common shares.
• Ongoing grants of restricted and performance share units, demonstrating long-term incentive alignment with company performance.

Negatives

• Disposition of 1,925.0829 common shares at $67.44 to cover tax obligations, which reduces direct share ownership.

Risks

• No specific risks are mentioned in this Form 4 filing, as it primarily reports changes in beneficial ownership.

Future Outlook

The filing details future vesting schedules for restricted share units and performance share units, with performance periods extending to December 31, 2025, February 23, 2027, and February 28, 2028, and corresponding vesting dates in 2026, 2027, and 2028. These indicate ongoing long-term incentive plans for the executive.

Industry Context

This Form 4 filing is a routine disclosure of an executive's personal stock transactions, primarily related to compensation and tax obligations. It does not provide information relevant to broader industry trends or competitive analysis.

Related Party Transactions

• The transactions reported, including the acquisition of shares from dividend equivalent rights and the vesting of restricted and performance share units, are part of the executive compensation plan for Jill Granat, EVP, General Counsel & Secretary.

Stakeholder Impact

• Shareholders: Minor impact, as these are routine executive compensation-related transactions and tax-driven sales, not indicative of a major shift in company strategy or financial health.
• Employees: No direct impact on general employees.
• Customers: No direct impact.
• Suppliers: No direct impact.
• Creditors: No direct impact.

Next Steps

• Remaining vesting of restricted share units on December 15, 2026.
• Remaining vesting of restricted share units on December 15, 2027.
• Remaining vesting of restricted share units on December 15, 2028.
• Vesting of 2023 Performance Share Units on February 22, 2026.
• Vesting of 2024 Performance Share Units on March 15, 2027.
• Vesting of 2025 Performance Share Units on March 15, 2028.

Key Dates

Recommendation

This Form 4 filing details routine insider transactions related to executive compensation and tax obligations. While an executive sold some shares, it was explicitly for tax purposes, and the executive continues to hold a substantial amount of equity and future equity awards. There is no indication of a change in company fundamentals or strategic direction that would warrant a 'buy' or 'sell' recommendation based solely on this filing. It is a standard disclosure with no significant price-moving information.

Keywords

Restaurant Brands International, QSR, Insider Transaction, Form 4, Jill Granat, Executive Compensation, Stock Options, Restricted Share Units, Performance Share Units, Beneficial Ownership, Dividend Equivalent Rights