Restaurant Brands International Limited Partnership
For the period ended Dec 31, 2024. Filed Feb 21, 2025.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2024 · Filed Feb 21, 2025
RSTRFStored price and day change unavailable
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 15. Exhibits and Financial Statement Schedules
(a)(1)All Financial Statements
Consolidated financial statements filed as part of this report are listed under Part II, Item 8 of this Form 10-K.
(a)(2)Financial Statement Schedules
No schedules are required because either the required information is not present or is not present in amounts sufficient to require submission of the schedule, or because the information required is included in the consolidated financial statements or the notes thereto.
(a)(3)Exhibits
The following exhibits are filed as part of this report.
| ExhibitNumber | Description | Incorporated by Reference |
| 3.1 | Articles of Incorporation of the Registrant, as amended. | Incorporated herein by reference to Exhibit 3.1 to the Form 10-K of Restaurant Brands International Inc. filed on March 2, 2015. |
| 3.2 | Amended and Restated By-Law 1 of the Registrant. | Incorporated herein by reference to Exhibit 3.4 to the Form 8-K of Restaurant Brands International Inc. filed on December 12, 2014. |
| 3.3 | Amended and Restated Limited Partnership Agreement, dated December 31, 2023, between Restaurant Brands International Inc., 8997896 Canada Inc. and each person who is admitted as a Limited Partner in accordance with the terms of the agreement. | Incorporate herein by reference to Exhibit 10.12 to the Form 10-K of Restaurant Brands International Inc. filed on February 22, 2024. |
| 4.1 | Description of Securities | Incorporated herein by reference to Exhibit 4.1 to the Form 10-K of Restaurant Brands International Inc. filed on February 21, 2020. |
| 4.2 | Registration Rights Agreement between Burger King Worldwide, Inc., and 3G Special Situations Fund II, L.P. | Incorporated herein by reference to Exhibit 4.3 to the Form S-8 of Burger King Worldwide, Inc. (File No. 333-182232). |
| 4.3 | Registration Rights Agreement between Burger King Worldwide Inc., Pershing Square, L.P., Pershing Square II, L.P., Pershing Square International, Ltd. and William Ackman. | Incorporated herein by reference to Exhibit 4.4 to the Form S-8 of Burger King Worldwide, Inc. (File No. 333-182232). |
| 4.13 | Indenture, dated as of September 24, 2019, by and among 1011778 B.C. Unlimited Liability Company, as issuer, New Red Finance, Inc., as co-issuer, the guarantors from time to time party thereto and Wilmington Trust, National Association, as trustee and as collateral agent. | Incorporated herein by reference to Exhibit 4.13 to the Form 8-K of Restaurant Brands International Inc. filed on September 24, 2019. |
| 4.13(a) | Form of 3.875% First Lien Senior Secured Note due 2028 (included as Exhibit A to Exhibit 4.13). | Incorporated herein by reference to Exhibit 4.13(a) to the Form 8-K of Restaurant Brands International Inc. filed on September 24, 2019. |
| 4.13(b) | Fourth Supplemental Indenture, dated as of July 6, 2021, by and among 1011778 B.C. Unlimited Liability Company, as issuer, New Red Finance, Inc., as co-issuer, the guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agent. | Incorporated herein by reference to Exhibit 4.19 to the Form 8-K of Restaurant Brands International Inc. filed on July 7, 2021. |
| 4.14 | Indenture, dated as of November 19, 2019, by and among 1011778 B.C. Unlimited Liability Company, as issuer, New Red Finance, Inc., as co-issuer, the guarantors from time to time party thereto and Wilmington Trust, National Association, as trustee and as collateral agent. | Incorporated herein by reference to Exhibit 4.14 to the Form 8-K of Restaurant Brands International Inc. filed on November 20, 2019. |
| 4.14(a) | Form of 4.375% Second Lien Senior Secured Note due 2028 (included as Exhibit A to Exhibit 4.14). | Incorporated herein by reference to Exhibit 4.14(a) to the Form 8-K of Restaurant Brands International Inc. filed on November 20, 2019. |
| 4.16 | Indenture, dated as of October 5, 2020, by and among 1011778 B.C. Unlimited Liability Company, as issuer, New Red Finance, Inc., as co-issuer, the guarantors from time to time party thereto and Wilmington Trust, National Association, as trustee and collateral agent. | Incorporated by reference to Exhibit 4.16 to the Form 8-K of Restaurant Brands International Inc. filed on October 13, 2020. |
| 4.16(a) | Form of 4.000% Second Lien Senior Secured Notes due 2030 (included as Exhibit A to Exhibit 4.16) | Incorporated by reference to Exhibit 4.16(a) to the Form 8-K of Restaurant Brands International Inc. filed on October 13, 2020. |
| 4.17 | First Supplemental Indenture, dated as of November 2, 2020, by and among 1011778 B.C. Unlimited Liability Company, as issuer, New Red Finance, Inc., as co-issuer, the guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agent. | Incorporated by reference to Exhibit 4.17 to the Form 8-K of Restaurant Brands International Inc. filed on November 2, 2020. |
| 4.18 | Indenture, dated as of November 9, 2020, by and among 1011778 B.C. Unlimited Liability Company, as issuer, New Red Finance, Inc., as co-issuer, the guarantors from time to time party thereto and Wilmington Trust, National Association, as trustee and collateral agent. | Incorporated by reference to Exhibit 4.18 to the Form 8-K of Restaurant Brands International Inc. filed on November 9, 2020. |
| 4.18(a) | Form of 3.500% First Lien Senior Secured Notes due 2029 (included as Exhibit A to Exhibit 4.18) | Incorporated by reference to Exhibit 4.18(a) to the Form 8-K of Restaurant Brands International Inc. filed on November 9, 2020. |
| 4.19 | Form of Supplemental Indenture, dated as of December 28, 2023, by and among Restaurant Brands International Limited Partnership, 1013414 B.C. Unlimited Liability Company, 1013421 B.C. Unlimited Liability Company, 1011778 B.C. Unlimited Liability Company, New Red Finance, Inc. and Wilmington Trust, national Association as trustee and collateral agent. | Incorporate by reference to Exhibit 4.19 to the Form 8-K of Restaurant Brands International Inc. filed on January 4, 2024. |
| 4.20 | Indenture, dated as of June 17, 2024, by and among 1011778 B.C. Unlimited Liability Company, as issuer, New Red Finance, Inc., as co-issuer, the guarantors from time to time party thereto and Wilmington Trust, National Association, as trustee and collateral agent. | Incorporated by reference to Exhibit 4.20 to the Form 8-K of Restaurant Brands International Inc. filed on June 17, 2024. |
| 4.20(a) | Form of 6.125% First Lien Senior Secured Notes due 2029 (included as Exhibit A to Exhibit 4.20). | Incorporated by reference to Exhibit 4.20(a) to the Form 8-K of Restaurant Brands International Inc. filed on June 17, 2024. |
| 4.21 | Indenture, dated as of September 13, 2024, by and among 1011778 B.C. Unlimited Liability Company, as issuer, New Red Finance, Inc., as co-issuer, the guarantors from time to time party thereto and Wilmington Trust, National Association, as trustee and collateral agent. | Incorporated by reference to Exhibit 4.21 to the Form 8-K of Restaurant Brands International Inc. filed on September 13, 2024. |
| 4.21(a) | Form of 5.625% First Lien Senior Secured Notes due 2029 (included as Exhibit A to Exhibit 4.21). | Incorporated by reference to Exhibit 4.21(a) to the Form 8-K of Restaurant Brands International Inc. filed on September 13, 2024. |
| 9.1 | Voting Trust Agreement, dated December 12, 2014, between Restaurant Brands International Inc., Restaurant Brands International Limited Partnership, and Computershare Trust Company of Canada. | Incorporated herein by reference to Exhibit 3.6 to the Form 8-K of Restaurant Brands International Inc. filed on December 12, 2014. |
| 10.1* | Burger King Savings Plan, including all amendments thereto. | Incorporated herein by reference to Exhibit 10.40 to the Form S-8 of Burger King Holdings, Inc. (File No. 333-144592). |
| 10.2(a)* | 2011 Omnibus Incentive Plan, as amended effective December 12, 2014. | Incorporated herein by reference to Exhibit 99.4 to the Form S-8 of Restaurant Brands International Inc. (File No. 333-200997). |
| 10.4(a)* | Amended and Restated 2012 Omnibus Incentive Plan, as amended effective December 12, 2014. | Incorporated herein by reference to Exhibit 99.2 to the Form S-8 of Restaurant Brands International Inc. (File No. 333-200997). |
| 10.4(b)* | Form of Option Award Agreement under the Burger King Worldwide, Inc. 2012 Omnibus Incentive Plan. | Incorporated herein by reference to Exhibit 10.25 to the Form 10-K of Burger King Worldwide, Inc. filed on February 22, 2013. |
| 10.4(c)* | Form of Matching Option Award Agreement under the Burger King Worldwide, Inc. 2012 Omnibus Incentive Plan. | Incorporated herein by reference to Exhibit 10.26 to the Form 10-K of Burger King Worldwide, Inc. filed on February 22, 2013. |
| 10.4(d)* | Form of Amendment to Option Award Agreement under the Burger King Worldwide Holdings, Inc. 2011 Omnibus Incentive Plan. | Incorporated herein by reference to Exhibit 10.28 to the Form 10-Q of Burger King Worldwide, Inc. filed on April 26, 2013. |
| 10.4(e)* | Form of Option Award Agreement under the Burger King Worldwide, Inc. Amended and Restated 2012 Omnibus Incentive Plan. | Incorporated herein by reference to Exhibit 10.29 to the Form 10-Q of Burger King Worldwide, Inc. filed on July 31, 2013. |
| 10.4(f)* | Form of Board Member Option Award Agreement under the Burger King Worldwide, Inc. Amended and Restated 2012 Omnibus Incentive Plan. | Incorporated herein by reference to Exhibit 10.30 to the Form 10-Q of Burger King Worldwide, Inc. filed on July 31, 2013. |
| 10.4(g)* | Form of Option Award Agreement under the Amended and Restated 2012 Omnibus Incentive Plan. | Incorporated herein by reference to Exhibit 10.32 to the Form 10-Q of Burger King Worldwide, Inc. filed on October 28, 2013. |
| 10.4(h)* | Form of Board Member Option Award Agreement under the Amended and Restated 2012 Omnibus Incentive Plan. | Incorporated herein by reference to Exhibit 10.33 to the Form 10-Q of Burger King Worldwide, Inc. filed on October 28, 2013. |
| 10.4(i)* | Form of Board Member Restricted Stock Unit Award Agreement under the Amended and Restated 2012 Omnibus Incentive Plan. | Incorporated herein by reference to Exhibit 10.35 to the Form 10-K of Burger King Worldwide, Inc. filed on February 21, 2014. |
| 10.4(j)* | Form of Matching Option Award Agreement under the Amended and Restated 2012 Omnibus Incentive Plan. | Incorporated herein by reference to Exhibit 10.36 to the Form 10-K of Burger King Worldwide, Inc. filed on February 21, 2014. |
| 10.5 | Burger King Form of Director Indemnification Agreement. | Incorporated herein by reference to Exhibit 10.1 to the Form 8-K of Burger King Worldwide, Inc. filed on June 25, 2012. |
| 10.7* | Burger King Corporation U.S. Severance Pay Plan. | Incorporated herein by reference Exhibit 10.31 to the Form 10-Q of Burger King Worldwide, Inc. filed on October 28, 2013. |
| 10.10(a) | Credit Agreement, dated October 27, 2014, among 1011778 B.C. Unlimited Liability Company, as the Parent Borrower, New Red Finance, Inc., as the Subsidiary Borrower, 1013421 B.C. Unlimited Liability Company, as Holdings, JPMorgan Chase Bank, N.A., as Administrative Agent and Collateral Agent, the Lenders Party thereto, Wells Fargo Bank, National Association, as Syndication Agent, the Parties listed thereto as Co-Documentation Agents, J.P. Morgan Securities LLC, and Wells Fargo Securities LLC, as Joint Lead Arrangers, and J.P. Morgan Securities LLC, Wells Fargo Securities LLC, and Merrill Lynch, Pierce, Fenner and Smith, Incorporated, as Joint Book Runners (the “Credit Agreement”). | Incorporated herein by reference to Exhibit 4.2 to the Form S-4 of Restaurant Brands International Inc. (File No. 333-198769). |
| 10.10(b) | Guaranty, dated December 12, 2014, among 1013421 B.C. Unlimited Liability Company, as Guarantor, Certain Subsidiaries defined therein, as Guarantors, and JPMorgan Chase Bank, N.A., as Collateral Agent. | Incorporated herein by reference to Exhibit 10.2 to the Form 8-K of Restaurant Brands International Inc. filed on December 12, 2014. |
| 10.10(c) | Amendment No. 1, dated May 22, 2015, to the Credit Agreement. | Incorporated herein by reference to Exhibit 10.1 to the Form 8-K of Restaurant Brands International Inc. filed on May 26, 2015. |
| 10.10(d) | Amendment No. 2, dated February 17, 2017, to the Credit Agreement. | Incorporated herein by reference to Exhibit 10.10(d) to the Form 10-Q of Restaurant Brands International Inc. filed on October 26, 2017. |
| 10.10(e) | Incremental Facility Amendment, dated as of March 27, 2017, to the Credit Agreement. | Incorporated herein by reference to Exhibit 10.10(e) to the Form 10-Q of Restaurant Brands International Inc. filed on October 26, 2017. |
| 10.10(f) | Incremental Facility Amendment No. 2, dated as of May 17, 2017, to the Credit Agreement. | Incorporated herein by reference to Exhibit 10.42 to the Form 8-K of Restaurant Brands International Inc. filed on May 17, 2017. |
| 10.10(g) | Incremental Facility Amendment No. 3, dated as of October 13, 2017, to the Credit Agreement. | Incorporated herein by reference to Exhibit 10.45 to the Form 8-K of Restaurant Brands International Inc. filed on October 16, 2017. |
| 10.10(h) | Amendment No. 3, dated October 2, 2018, to the Credit Agreement. | Incorporated herein by reference to Exhibit 10.10(h) to the Form 10-Q of Restaurant Brands International Inc. filed on October 24, 2018. |
| 10.10(i) | Incremental Facility Amendment No. 4, dated as of September 6, 2019, to the Credit Agreement, dated October 27, 2014, by and among 1011778 B.C. Unlimited Liability Company, as parent borrower, New Red Finance, Inc., as subsidiary borrower, 1013421 B.C. Unlimited Liability Company, the other guarantors party thereto, JPMorgan Chase Bank, N.A., as administrative agent, collateral agent and swing line lender, and the other lenders party thereto. | Incorporated herein by reference to Exhibit 10.66 to the Form 8-K of Restaurant Brands International Inc. filed on September 9, 2019. |
| 10.10(j) | Amendment No. 4, dated as of November 19, 2019, to the Credit Agreement, dated October 27, 2014, by and among 1011778 B.C. Unlimited Liability Company, as parent borrower, New Red Finance, Inc., as subsidiary borrower, 1013421 B.C. Unlimited Liability Company, the other guarantors party thereto, JPMorgan Chase Bank, N.A., as administrative agent, collateral agent and swing line lender, and the other lenders party thereto. | Incorporated herein by reference to Exhibit 10.68 to the Form 8-K of Restaurant Brands International Inc. filed on November 20, 2019. |
| 10.10(k) | Amendment No. 5, dated as of April 2, 2020, to the Credit Agreement, dated October 27, 2014, by and among 1011778 B.C. Unlimited Liability Company, as parent borrower, New Red Finance, Inc., as subsidiary borrower, 1013421 B.C. Unlimited Liability Company, the other guarantors party thereto, JPMorgan Chase Bank, N.A., as administrative agent, collateral agent and swing line lender, and the other lenders party thereto. | Incorporated herein by reference to Exhibit 10.71 to the Form 8-K of Restaurant Brands International Inc. filed on April 3, 2020. |
| 10.10(l) | Incremental Facility Amendment No. 5 and Amendment No. 6, dated as of December 13, 2021, to the Credit Agreement, dated October 27, 2014 (as amended), by and among 1011778 B.C. Unlimited Liability Company, as parent borrower, New Red Finance, Inc., as subsidiary borrower, 1013421 B.C. Unlimited Liability Company, the other guarantors party thereto, JPMorgan Chase Bank, N.A., as administrative agent, collateral agent and swing line lender, and the other lenders party thereto. | Incorporated herein by reference to Exhibit 10.80 to the Form 8-K of Restaurant Brands International Inc. filed on December 15, 2021. |
| 10.10(m) | Amendment No. 7, dated as of September 21, 2023, to the Credit Agreement, dated October 27, 2014, by an among 1011778 B.C. Unlimited Liability Company, as parent borrower, New Red Finance, Inc., as subsidiary borrower, 1013421 B.C. Unlimited Liability Company, the other guarantors party thereto, JPMorgan Chase Bank, N.A., as administrative agent, collateral agent and swing line lender, and the other lenders party thereto. | Incorporated herein by reference to Exhibit 10.10(m) to the Form 8-K of Restaurant Brands International Inc. filed on September 21, 2023. |
| 10.10(n) | Amendment No. 8, dated as of December 28, 2023, to the Credit Agreement, dated October 27, 2014, by and among 1011778 B.C. Unlimited Liability Company, as parent borrower, 1013421 B.C. Unlimited Liability Company, Restaurant Brands International Limited Partnership, 1013414 B.C. Unlimited Liability Company, and JPMorgan Chase Bank, N.A. as administrative agent. | Incorporated herein by reference to Exhibit 10.10(n) to the Form 8-K of Restaurant Brands International Inc. filed on January 4, 2024. |
| 10.10(o) | Incremental Facility Amendment No. 6 and Amendment No. 9, dated as of May 16, 2024, to the Credit Agreement, dated October 27, 2014 (as amended), by and among 1011778 B.C. Unlimited Liability Company, as parent borrower, New Red Finance, Inc., as subsidiary borrower, Restaurant Brands International Limited Partnership, the other guarantors party thereto, JPMorgan Chase Bank, N.A., as administrative agent, collateral agent and swing line lender, and the other lenders party thereto. | Incorporated herein by reference to Exhibit 10.10(o) to the Form 8-K of Registrant filed on May 16, 2024. |
| 10.10(p) | Amendment No. 10, dated as of June 17, 2024, to the Credit Agreement, dated October 27, 2014 (as amended), by and among 1011778 B.C. Unlimited Liability Company, as parent borrower, New Red Finance, Inc., as subsidiary borrower, Restaurant Brands International Limited Partnership, the other guarantors party thereto, JPMorgan Chase Bank, N.A., as administrative agent, collateral agent and swing line lender, and the other lenders party thereto. | Incorporated herein by reference to Exhibit 10.10(p) to the Form 8-K filed on June 17, 2024. |
| 10.11(a)* | 2014 Omnibus Incentive Plan. | Incorporated herein by reference to Exhibit 99.1 to the Form S-8 of Restaurant Brands International Inc. (File No. 333-200997). |
| 10.11(b)* | Form of Option Award Agreement under the 2014 Omnibus Incentive Plan. | Incorporated herein by reference to Exhibit 10.11(b) to the Form 10-K of Restaurant Brands International Inc. filed on March 2, 2015. |
| 10.11(c)* | Form of Base Matching Option Award Agreement under the 2014 Omnibus Incentive Plan. | Incorporated herein by reference to Exhibit 10.11(c) to the Form 10-K of Restaurant Brands International Inc. filed on March 2, 2015. |
| 10.11(d)* | Form of Additional Matching Option Award Agreement under the 2014 Omnibus Incentive Plan. | Incorporated herein by reference to Exhibit 10.11(d) to the Form 10-K of Restaurant Brands International Inc. filed on March 2, 2015. |
| 10.11(e)* | Form of Board Member Option Award Agreement under the 2014 Omnibus Incentive Plan. | Incorporated herein by reference to Exhibit 10.11(e) to the Form 10-K of Restaurant Brands International Inc. filed on March 2, 2015. |
| 10.11(f)* | Form of Board Member Restricted Stock Unit Award Agreement under the 2014 Omnibus Incentive Plan. | Incorporated herein by reference to Exhibit 10.11(f) to the Form 10-K of Restaurant Brands International Inc. filed on March 2, 2015. |
| 10.13 | Restaurant Brands International Inc. Form of Director Indemnification Agreement. | Incorporated herein by reference to Exhibit 10.13 to the Form 10-K of Restaurant Brands International Inc. filed on March 2, 2015. |
| 10.14(a)* | Restaurant Brands International Inc. 2023 Omnibus Incentive Plan | Incorporated herein by reference to Exhibit 99.1 to the Form S-8 of Restaurant Brands International Inc. filed on August 8, 2023. |
| 10.14(b)* | Form of Board Member Restricted Stock Unit Award Agreement under the 2023 Omnibus Incentive Plan. | Incorporated herein by reference to Exhibit 10.14(b) to the Form 10-K of Restaurant Brands International Inc. filed on February 22, 2024. |
| 10.14(c)* | Form of Performance Award Agreement under the 2023 Omnibus Incentive Plan. | Incorporated herein by reference to Exhibit 10.14(c) to the Form 10-K of Restaurant Brands International Inc. filed on February 22, 2024. |
| 10.14(d)* | Form of Restricted Stock Unit Award Agreement under the 2023 Omnibus Incentive Plan. | Incorporated herein by reference to Exhibit 10.14(d) to the Form 10-K of Restaurant Brands International Inc. filed on February 22, 2024. |
| 10.14(e)* | Form of Matching Restricted Stock Unit Award Agreement under the 2023 Omnibus Incentive Plan. | Incorporated herein by reference to Exhibit 10.14(e) to the Form 10-K of Restaurant Brands International Inc. filed on February 22, 2024. |
|---|---|---|
| 10.14(f)* | Form of 2025 Performance Award Agreement under the 2023 Omnibus Incentive Plan. | Filed herein by reference to Exhibit 10.14(f) to the Form 10-K of Restaurant Brands International Inc. filed on February 21, 2025. |
| 10.14(g)* | Form of 2025 Matching Restricted Stock Unit Award Agreement under the 2023 Omnibus Incentive Plan. | Filed herein by reference to Exhibit 10.14(g) to the Form 10-K of Restaurant Brands International Inc. filed on February 21, 2025. |
| 10.17(a)* | 2012 Stock Incentive Plan, as amended effective December 12, 2014. | Incorporated herein by reference to Exhibit 99.3 to the Form S-8 of Restaurant Brands International Inc. (File No. 333-200997). |
| 10.22(a)* | Employment and Post-Covenants Agreement dated as of February 3, 2015 between Restaurant Brands International Inc. and Joshua Kobza. | Incorporated herein by reference to Exhibit 10.22 to the Form 10-Q of Restaurant Brands International Inc. filed on May 5, 2015. |
| 10.22(b)* | Amendment dated January 23, 2019 to Employment and Post-Covenants Agreement dated as of February 9, 2015 between Restaurant Brands International Inc. and Joshua Kobza. | Incorporated herein by reference to Exhibit 10.59 to the Form 10-Q of Restaurant Brands International Inc. filed on April 29, 2019. |
| 10.22(c)* | Second Amendment dated March 1, 2023 to Employment and Post-Employment Covenants Agreement dated as of February 9, 2015 between Restaurant Brands International Inc. and Joshua Kobza | Incorporated herein by reference to Exhibit 10.22(c) to the Form 10-K of Restaurant Brands International Inc. filed on February 22, 2024. |
| 10.23(a)* | Employment and Post-Covenants Agreement dated as of February 3, 2015 between Burger King Corporation and Joshua Kobza. | Incorporated herein by reference to Exhibit 10.23 to the Form 10-Q of Restaurant Brands International Inc. filed on May 5, 2015. |
| 10.23(b)* | Amendment dated January 23, 2019 to Employment and Post-Covenants Agreement dated as of February 9, 2015 between Burger King Corporation and Joshua Kobza. | Incorporated herein by reference to Exhibit 10.60 to the Form 10-Q of Restaurant Brands International Inc. filed on April 29, 2019. |
| 10.23(c)* | Second Amendment dated March 1, 2023 to Employment and Post-Employment Covenants Agreement dated as of February 9, 2015 between Burger king Corporation and Joshua Kobza | Incorporated herein by reference to Exhibit 10.23(c) to the Form 10-K of Restaurant Brands International Inc. filed on February 22, 2024. |
| 10.24(a)* | Employment and Post-Covenants Agreement dated as of February 3, 2015 between The TDL Group Corp. and Joshua Kobza. | Incorporated herein by reference to Exhibit 10.24 to the Form 10-Q of Restaurant Brands International Inc. filed on May 5, 2015. |
| 10.24(b)* | Amendment dated January 23, 2019 to Employment and Post-Covenants Agreement dated as of February 9, 2015 between The TDL Group Corp. and Joshua Kobza. | Incorporated herein by reference to Exhibit 10.61 to the Form 10-Q of Restaurant Brands International Inc. filed on April 29, 2019. |
| 10.24(c)* | Second Amendment dated March 1, 2023 to Employment and Post-Employment Covenants Agreement dated as of February 9, 2015 between The TDL Group Corp. and Joshua Kobza | Incorporated herein by reference to Exhibit 10.24(c) to the Form 10-K of Restaurant Brands International Inc. filed on February 22, 2024. |
| 10.32* | Form of Non-Compete, Non-Solicitation and Confidentiality Agreement. | Incorporated herein by reference to Exhibit 10.32 to the Form 10-K of Restaurant Brands International Inc. filed on February 23, 2021. |
| 10.33* | Restaurant Brands International Inc. 2015 Employee Share Purchase Plan. | Incorporated herein by reference to Exhibit 10.30 to the Form S-8 of Restaurant Brands International Inc. filed on September 1, 2015. |
| 10.35(a)* | Form of Base Matching Restricted Stock Unit Award Agreement under the 2014 Omnibus Incentive Plan. | Incorporated herein by reference to Exhibit 10.35(a) to the Form 10-Q of Restaurant Brands International Inc. filed on April 29, 2016. |
| 10.35(b)* | Form of Additional Matching Restricted Stock Unit Award Agreement under the 2014 Omnibus Incentive Plan. | Incorporated herein by reference to Exhibit 10.35(b) to the Form 10-Q of Restaurant Brands International Inc. filed on April 29, 2016. |
| 10.35(c)* | Form of Performance Award Agreement under the 2014 Omnibus Incentive Plan. | Incorporated herein by reference to Exhibit 10.35(c) to the Form 10-Q of Restaurant Brands International Inc. filed on April 29, 2016. |
|---|---|---|
| 10.35(d)* | Form of Stock Option Award Agreement under the 2014 Omnibus Incentive Plan. | Incorporated herein by reference to Exhibit 10.35(d) to the Form 10-Q of Restaurant Brands International Inc. filed on April 29, 2016. |
| 10.36* | Restaurant Brands International Inc. Amended and Restated 2014 Omnibus Incentive Plan, as amended. | Incorporated herein by reference to Exhibit 10.36 to the Form 10-K of Restaurant Brands International Inc. filed on February 22, 2023. |
| 10.36(a)* | Form of Performance Award Agreement (TH) under the Amended and Restated 2014 Omnibus Plan | Incorporated herein by reference to Exhibit 10.73 to the Form 10-Q of Restaurant Brands International Inc. filed on May 1, 2020. |
| 10.36(b)* | Form Matching Restricted Stock Unit Agreement under the Amended and Restated 2014 Omnibus Plan | Incorporated herein by reference to Exhibit 10.36(b) to the Form 10-K of Restaurant Brands International Inc. filed on February 23, 2021. |
| 10.36(c)* | Form Amended Performance Unit Agreement under the Amended and Restated 2014 Omnibus Plan | Incorporated herein by reference to Exhibit 10.36(c) to the Form 10-K of Restaurant Brands International Inc. filed on February 23, 2021. |
| 10.36(d)* | Form Restricted Stock Unit Agreement under the Amended and Restated 2014 Omnibus Plan | Incorporated herein by reference to Exhibit 10.36(d) to the Form 10-K of Restaurant Brands International Inc. filed on February 23, 2021. |
| 10.36(e)* | Form Performance Awards Agreement (TSR) under the Amended and Restated 2014 Omnibus Plan | Incorporated herein by reference to Exhibit 10.36(e) to the Form 10-K of Restaurant Brands International Inc. filed on February 23, 2021. |
| 10.36(f)* | Form of Performance Award Agreement (Performance Measure and TSR) under the Amended and Restated 2014 Omnibus Plan. | Incorporated herein by reference to Exhibit 10.36(f) to the Form 10-Q of Restaurant Brands International Inc. filed on May 3, 2021. |
| 10.36(g)* | Form of Performance Award Agreement (Relative TSR) under the Amended and Restated 2014 Omnibus Plan. | Incorporated herein by reference to Exhibit 10.36(g) to the Form 10-K of Restaurant Brands International Inc. filed on February 22, 2023. |
| 10.36(h)* | Form of Performance Award Agreement (Kobza 2023) under the Amended and Restated 2014 Omnibus Plan. | Incorporated herein by reference to Exhibit 10.36(h) to the Form 10-K of Restaurant Brands International Inc. filed on February 22, 2023. |
| 10.36(i)* | Form Matching Restricted Stock Unit Agreement (2023) under the Amended and Restated 2014 Omnibus Plan | Incorporated herein by reference to Exhibit 10.36(i) to the Form 10-K of Restaurant Brands International Inc. filed on February 22, 2023. |
| 10.36(j)* | Form Restricted Stock Unit Agreement (2023) under the Amended and Restated 2014 Omnibus Plan | Incorporated herein by reference to Exhibit 10.36(j) to the Form 10-K of Restaurant Brands International Inc. filed on February 22, 2023. |
| 10.37* | Form of Restaurant Brands International Inc. Board Member Stock Option Award Agreement under the Amended and Restated 2014 Omnibus Incentive Plan. | Incorporated herein by reference to Exhibit 10.37 to the Form 10-Q of Restaurant Brands International Inc. filed on October 24, 2016. |
| 10.38* | Restaurant Brands International Inc. U.S. Severance Pay Plan. | Incorporated herein by reference to Exhibit 10.38 to the Form 10-K of Restaurant Brands International Inc. filed on February 17, 2017. |
| 10.40* | Amendment No. 1 to Restaurant Brands International Inc. Amended and Restated 2014 Omnibus Incentive Plan. | Incorporated herein by reference to Exhibit 10.39 to the Form 10-Q of Restaurant Brands International Inc. filed on April 26, 2017. |
| 10.41* | Form of Base Matching Restricted Stock Unit Award Agreement under the Amended and Restated 2014 Omnibus Incentive Plan. | Incorporated herein by reference to Exhibit 10.40 to the Form 10-Q of Restaurant Brands International Inc. filed on April 26, 2017. |
| 10.42* | Form of Additional Matching Restricted Stock Unit Award Agreement under the Amended and Restated 2014 Omnibus Incentive Plan. | Incorporated herein by reference to Exhibit 10.41 to the Form 10-Q of Restaurant Brands International Inc. filed on April 26, 2017. |
| 10.49(a)* | Employment and Post-Employment Covenants Agreement dated as of February 9, 2015 by and between The TDL Group Corp. and Jill Granat. | Incorporated herein by reference to Exhibit 10.49(a) to the Form 10-Q of Restaurant Brands International Inc. filed on April 24, 2018. |
| 10.49(b)* | Employment and Post-Employment Covenants Agreement dated as of February 9, 2015 by and between Restaurant Brands International Inc. and Jill Granat. | Incorporated herein by reference to Exhibit 10.49(b) to the Form 10-Q of Restaurant Brands International Inc. filed April 24, 2018. |
| 10.49(c)* | Employment and Post-Employment Covenants Agreement dated as of February 9, 2015 by and between Burger King Corporation and Jill Granat. | Incorporated herein by reference to Exhibit 10.49(c) to the Form 10-Q of Restaurant Brands International Inc. filed April 24, 2018. |
| 10.50* | Employment and Post-Employment Covenants Agreement dated as of January 22, 2018 by and between The TDL Group Corp. and Matthew Dunnigan. | Incorporated herein by reference to Exhibit 10.50 to the Form 10-Q of Restaurant Brands International Inc. filed on April 29, 2019. |
| 10.51* | Employment and Post-Employment Covenants Agreement dated as of January 22, 2018 by and between Restaurant Brands International Inc. and Matthew Dunnigan. | Incorporated herein by reference to Exhibit 10.51 to the Form 10-Q of Restaurant Brands International Inc. filed on April 29, 2019. |
| 10.52* | Employment and Post-Employment Covenants Agreement dated as of January 22, 2018 by and between Restaurant Brands International U.S. Services LLC and Matthew Dunnigan. | Incorporated herein by reference to Exhibit 10.52 to the Form 10-Q of Restaurant Brands International Inc. filed on April 29, 2019. |
| 10.56 | Separation Agreement dated as of April 9, 2024 by and among Matthew Dunnigan and Restaurant Brands International US Services LLC. | Incorporated herein by reference to Exhibit 10.56 to the Form 8-K of Restaurant Brands International Inc. filed on April 12, 2024. |
| 10.62* | Form of Performance Award Agreement under Amended and Restated 2014 Omnibus Incentive Plan. | Incorporated herein by reference to Exhibit 10.62 to the Form 10-Q of Restaurant Brands International Inc. filed on April 29, 2019. |
| 10.63* | Amended and Restated Performance Award Agreement dated as of May 17, 2019 by and between Restaurant Brands International Inc. and Daniel Schwartz. | Incorporated herein by reference to Exhibit 10.63 to the Form 10-Q of Restaurant Brands International Inc. filed on August 2, 2019. |
| 10.64* | Form of Amended and Restated Base Matching Restricted Stock Unit Award Agreement dated as of May 17, 2019 by and between Restaurant Brands International Inc. and Daniel Schwartz. | Incorporated herein by reference to Exhibit 10.64 to the Form 10-Q of Restaurant Brands International Inc. filed on August 2, 2019. |
| 10.65* | Form of Amended and Restated Additional Matching Restricted Stock Unit Award Agreement dated as of May 17, 2019 by and between Restaurant Brands International Inc. and Daniel Schwartz. | Incorporated herein by reference to Exhibit 10.65 to the Form 10-Q of Restaurant Brands International Inc. filed on August 2, 2019. |
| 10.77* | Offer Letter dated February 26, 2021 between The TDL Group Corp. and Axel Schwan. | Incorporated herein by reference to Exhibit 10.77 to the Form 10-Q of Restaurant Brands International Inc. filed on April 30, 2021. |
| 10.78* | Tax Equalization Agreement dated December 21, 2020 between Popeyes Louisiana Kitchen, Inc. and Sami Siddiqui. | Incorporated herein by reference to Exhibit 10.78 to the Form 10-Q of Restaurant Brands International Inc. filed on April 30, 2021. |
| 10.80* | Offer Letter dated December 8, 2020 among Burger King Europe GmbH, PLK Europe GmbH, and Tim Hortons Restaurants International GmbH and David Shear. | Incorporated here by reference to Exhibit 10.80 to the Form 10-Q of Restaurant Brands International Inc. filed on May 3, 2022. |
| 10.81* | Tax Equalization Agreement dated April 30, 2021 between Burger King Europe GmbH and David Shear. | Incorporated here by reference to Exhibit 10.81 to the Form 10-Q of Restaurant Brands International Inc. filed on May 3, 2022. |
| 10.82 | Stock Purchase Agreement, dated November 15, 2022, between Restaurant Brands International Inc. and Lodgepole 231 LLC | Incorporated here by reference to Exhibit 10.82 to the Form 8-K of Restaurant Brands International Inc. filed on November 16, 2022. |
| 10.83* | Offer Letter, dated November 15, 2022, between J. Patrick Doyle and Restaurant Brands International US Services LLC | Incorporated here by reference to Exhibit 10.83 to the Form 8-K of Restaurant Brands International Inc. filed on November 16, 2022. |
| 10.84* | Form of Options Award Agreement for J. Patrick Doyle. | Incorporated here by reference to Exhibit 10.84 to the Form 8-K of Restaurant Brands International Inc. filed on November 16, 2022. |
| 10.85* | Form of Restricted Stock Unit Award Agreement for J. Patrick Doyle | Incorporated here by reference to Exhibit 10.85 to the Form 8-K of Restaurant Brands International Inc. filed on November 16, 2022. |
| 10.86* | Form of Performance Award Agreement | Incorporated here by reference to Exhibit 10.86 to the Form 8-K of Restaurant Brands International Inc. filed on November 16, 2022. |
| 10.88(a)* | Amendment to Offer Letter dated as of March 14, 2024 by and among David Shear, Burger King Europe GmbH, PLK Europe GmbH, Tim Hortons Restaurants International GmbH and Firehouse Subs Europe GmbH. | Incorporated here by reference to Exhibit 10.88(a) to the Form 10-Q of Restaurant Brands International Inc. filed April 30, 2024. |
| 10.88(b)* | Separation Agreement dated as of March 14, 2024 by and among David Shear, Burger King Europe GmbH, PLK Europe GmbH, Tim Hortons Restaurants International GmbH and Firehouse Subs Europe GmbH. | Incorporated here by reference to Exhibit 10.88(b) to the Form 10-Q of Restaurant Brands International Inc. filed April 30, 2024. |
| 10.89(a)* | Employment and Post-Employment Covenants Agreement dated as of March 14, 2024 by and between Sami Siddiqui and Restaurant Brands International Inc. | Incorporated here by reference to Exhibit 10.89(a) to the Form 10-Q of Restaurant Brands International Inc. filed on April 30, 2024. |
| 10.89(b)* | Employment and Post-Employment Covenants Agreement dated as of March 14, 2024 by and between Sami Siddiqui and Restaurant Brands International US Services LLC. | Incorporated here by reference to Exhibit 10.89(b) to the Form 10-Q of Restaurant Brands International Inc. filed on April 30, 2024. |
| 19.1 | Restaurant Brands International Inc. Amended and Restated Insider Trading Policy. | Incorporated here by reference to Exhibit 19.1 to the Form 10-K of Restaurant Brands International Inc. filed on February 21, 2025. |
| 21.1 | List of Subsidiaries of the Registrant. | Filed herewith. |
| 31.1 | Certification of Chief Executive Officer of Restaurant Brands International Inc., as general partner of Restaurant Brands International Limited Partnership, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | Filed herewith. |
| 31.2 | Certification of Chief Financial Officer of Restaurant Brands International Inc., as general partner of Restaurant Brands International Limited Partnership, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | Filed herewith. |
| 32.1 | Certification of Chief Executive Officer of Restaurant Brands International Inc., as general partner of Restaurant Brands International Limited Partnership, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | Furnished herewith. |
| 32.2 | Certification of Chief Financial Officer of Restaurant Brands International Inc., as general partner of Restaurant Brands International Limited Partnership, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | Furnished herewith. |
| 97.1 | Restaurant Brands International Inc. Amended and Restated Executive Officer Compensation Clawback Policy | Incorporated herein by reference to Exhibit 97.1 to the Form 10-K of Restaurant Brands International Inc. filed on February 22, 2024. |
| 101.INS | XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document | Filed herewith. |
| 101.SCH | XBRL Taxonomy Extension Schema Document. | Filed herewith. |
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document. | Filed herewith. |
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase Document. | Filed herewith. |
| 101.LAB | XBRL Taxonomy Extension Label Linkbase Document. | Filed herewith. |
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document. | Filed herewith. |
| 104 | Cover Page Interactive File | Formatted as Inline XBRL and contained in Exhibit 101. |
* Management contract or compensatory plan or arrangement
Certain instruments relating to long-term borrowings, constituting less than 10 percent of the total assets of the Registrant and its subsidiaries on a consolidated basis, are not filed as exhibits herewith pursuant to Item 601(b)(4)(iii)(A) of Regulation S-K. The Registrant agrees to furnish copies of such instruments to the SEC upon request.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.