Form 4: Restaurant Brands International Executive Awarded Stock and Share Units

Jeffrey W. Klein, President of Popeyes-US & Canada, receives awards of restricted share units and performance share units in Restaurant Brands International Inc.

Summary

• Jeffrey W. Klein, President of Popeyes-US & Canada, reported changes in beneficial ownership of Restaurant Brands International Inc. securities on July 5, 2024.
• The report details the acquisition of restricted share units and performance share units.
• These units represent a contingent right to receive common shares of Restaurant Brands International Inc.
• The restricted share units vest at various dates, including December 31, 2024, and in installments on December 15 of 2023, 2024, 2025, 2026 and 2027.
• Performance share units are tied to performance periods ending December 31, 2024, December 31, 2025 and February 23, 2027, with vesting dates in February 2025, February 2026 and March 2027 respectively.
• The number of common shares earned from performance share units may increase or decrease based on performance conditions.
• Klein directly owns 6,801.2391 common shares.
• Klein also holds 3,593.9214, 2,374.9471, 4,911.9715 restricted share units, 10,782.8425, 10,055.2703 and 22,493.477 performance share units.

Sentiment

Score: 7

Explanation: The document reflects a standard executive compensation practice, indicating confidence in the executive's ability to contribute to the company's success. The sentiment is neutral to positive.

Positives

• The granting of restricted share units and performance share units aligns the executive's interests with the company's performance and shareholder value.
• The vesting schedules for the units encourage long-term commitment from the executive.

Risks

• The value of the restricted share units and performance share units is subject to the market price of Restaurant Brands International Inc. common shares.
• The actual number of shares earned from performance share units depends on the achievement of performance conditions, which introduces uncertainty.

Future Outlook

The document outlines future vesting dates for restricted share units and performance share units, contingent on continued employment and, for performance share units, the achievement of performance goals.

Industry Context

Executive compensation in the restaurant industry often includes equity-based awards to align management's interests with shareholder value and incentivize long-term performance. This filing reflects a standard practice in corporate governance.

Comparison to Industry Standards

• Similar to other publicly traded restaurant companies like McDonald's (MCD) and Starbucks (SBUX), Restaurant Brands International uses a mix of restricted stock units and performance-based equity awards to compensate its executives.
• The vesting schedules and performance metrics associated with these awards are typically designed to incentivize long-term growth and profitability, aligning executive compensation with shareholder returns.
• The specific terms of these awards, such as the performance metrics used and the vesting schedules, can vary depending on the company's specific goals and priorities.

Stakeholder Impact

• Shareholders may view the equity-based compensation as a positive sign, aligning management's interests with their own.
• Employees may see the executive's compensation as a reflection of the company's commitment to rewarding performance.

Key Dates