Form 4: RBI Executive Jacqueline Friesner Receives Equity Grants

Restaurant Brands International Inc. executive Jacqueline Friesner reported the acquisition of various restricted and performance share units on October 7, 2025.

Summary

• Jacqueline Friesner, SVP, Controller and Principal Accounting Officer of Restaurant Brands International Inc. (QSR), reported changes in her beneficial ownership.
• She beneficially owns 182,897.091 common shares directly.
• She also beneficially owns 9,098 exchangeable units, which are convertible into common shares at her election.
• On October 7, 2025, she acquired several tranches of Restricted Share Units (RSUs) and Performance Share Units (PSUs) as equity compensation.
• These grants include 18.3531 RSUs (totaling 2,057.3195 D) with remaining vesting on December 31, 2025.
• Another grant includes 34.0827 RSUs (totaling 3,820.5585 D) with remaining vesting on December 15, 2025, and December 15, 2026.
• She received 129.8034 2023 PBRSUs (totaling 14,550.5443 D) with a performance period from January 1, 2023, to December 31, 2025, and vesting on February 22, 2026.
• Further grants include 46.9128 RSUs (totaling 5,258.7682 D) with remaining vesting on December 15, 2025, December 15, 2026, and December 15, 2027.
• She also acquired 155.0309 2024 PSUs (totaling 17,378.4611 D) with a performance period from February 23, 2024, to February 23, 2027, and vesting on March 15, 2027.
• Additional RSUs include 40.4515 units (totaling 4,534.4822 D) with remaining vesting on December 15, 2025, December 15, 2026, December 15, 2027, and December 15, 2028.
• Finally, she received 154.6653 2025 PBRSUs (totaling 17,337.4844 D) with a performance period from February 28, 2025, to February 28, 2028, and vesting on March 15, 2028.
• Dividend equivalent rights accrue on these units and vest proportionately with the underlying awards.

Sentiment

Score: 6

Explanation: The filing reports routine equity compensation grants to a key executive, which is generally viewed as a positive for executive retention and alignment of interests with shareholders, without indicating any immediate operational or financial changes.

Positives

• Grants of Restricted Share Units (RSUs) and Performance Share Units (PSUs) to Jacqueline Friesner, a key executive, align her interests with long-term shareholder value creation.
• The equity awards serve as a retention mechanism for senior management, incentivizing continued service and performance.

Risks

• The number of common shares earned from Performance Share Units (PSUs) is subject to increase or decrease based on the achievement of specific performance conditions, meaning the full award may not be realized.
• The ultimate value of the equity awards is tied to the future stock price of Restaurant Brands International Inc., exposing the recipient to market fluctuations.

Future Outlook

The filing does not provide forward-looking statements or guidance regarding the company's financial performance or strategic direction. It focuses solely on executive equity compensation.

Industry Context

The granting of Restricted Share Units (RSUs) and Performance Share Units (PSUs) is a standard practice in executive compensation across various industries, including the quick-service restaurant sector, to incentivize long-term performance and align management interests with shareholders.

Comparison to Industry Standards

• Equity compensation, including RSUs and PSUs, is a common component of executive remuneration packages in publicly traded companies, particularly within the consumer discretionary and restaurant industries.
• While specific grant sizes and vesting schedules vary, the structure observed here is consistent with typical compensation practices aimed at executive retention and performance alignment.
• No specific comparable companies, projects, or results are mentioned in the filing to allow for a detailed, direct comparison to industry benchmarks.

Stakeholder Impact

• Shareholders: The equity grants are designed to align the executive's long-term interests with those of shareholders, potentially fostering decisions that enhance shareholder value.
• Management: The grants provide significant long-term incentives and compensation for Jacqueline Friesner, reinforcing her commitment to the company.

Next Steps

• Continued vesting of Restricted Share Units (RSUs) on various dates through December 15, 2028.
• Achievement of performance conditions for Performance Share Units (PSUs) during their respective performance periods, leading to potential vesting on February 22, 2026, March 15, 2027, and March 15, 2028.

Key Dates

Keywords

Restaurant Brands International, QSR, Jacqueline Friesner, Form 4, SEC filing, insider transaction, equity compensation, Restricted Share Units, Performance Share Units, beneficial ownership