Restaurant Brands International Limited Partnership

Insider Adoption or Termination of Trading Arrangements:

During the fiscal quarter ended December 31, 2025, none of the RBI directors or officers informed us of theadoption ortermination of a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as those terms are defined in Regulation S-K, Item 408.

(e)

Pursuant to RBI’s Bonus Swap Program, RBI provides eligible employees, including its named executive officers, or NEOs, the ability to invest certain percentages of their net cash bonus into RBI common shares (“Investment Shares”) and leverage the investment through the issuance of matching restricted share units (the “Matching RSUs”). The Matching RSUs vest ratably over four years on December 15th of each year, beginning the year of grant. All of the unvested matching RSUs will be forfeited if an NEO’s service is terminated for any reason (other than death or disability) prior to the date of vesting. If an NEO transfers any Investment Shares before the vesting date, he or she will forfeit 100% of the unvested Matching RSUs. All of RBI’s NEOs elected to participate in the Bonus Swap Program at the 50% level with respect to their prior year bonus. On January 28, 2026, the Compensation Committee of the Board of Directors (the “Compensation Committee”) approved the Bonus Swap Program for the coming year on substantially the same terms as the Bonus Swap Program for the prior year.

On January 28, 2026, the Compensation Committee approved the 2026 Annual Bonus Program. For the 2026 annual incentive, each of the NEOs will have (1) 25% of the target based on achievement of individual metrics which may be earned from 0% up to 100%, and (2) 75% of the target based on a mix of comparable sales achievement, net restaurant growth (“NRG”) achievement, franchisee profitability and on organic adjusted operating income (“AOI”) achievement, each of which may be earned from 0% to a maximum of 200%; with the weighting based on the applicable business unit. For corporate roles, the weighting is 15% NRG achievement, 20% comparable sales achievement, 10% franchisee profitability achievement and 30% organic AOI achievement. Overall, any annual incentive payout will require (1) achievement of the threshold amount of organic AOI, (2) that individual achievement must also be earned at no less than 20% and (3) that certain general and administrative expense targets must be met.

On January 28, 2026, the Compensation Committee approved a discretionary grant of performance based RSUs (“PSUs”) to Messrs. Kobza, Siddiqui, Schwan, Curtis, and Ms. Granat in the amount of $11.5 million, $4.0 million, $6.1 million, $4.0 million, and $2.9 million, respectively, to be issued on February 25, 2026 based on the prior day's closing price of RBI shares on the NYSE. The performance measure for purposes of determining the number of PSUs earned is the relative total shareholder return of RBI shares on the NYSE compared to the S&P 500 for the period from February 25, 2026 to February 25, 2029. The Compensation Committee established (i) a threshold performance level at the 25th percentile, at or above which 50% of the target is earned and below which no shares are earned, (ii) a target performance level between the 50th and 60th percentile, within which 100% of the target is earned, and (iii) a maximum performance level at the 75th percentile, at or above which 150% of the target is earned. Amounts earned between the threshold, target and the maximum performance levels will be based on linear interpolation. Once earned, the PSUs will cliff vest on March 15, 2029. In addition, if an executive’s service to RBI is terminated (other than due to death or disability) prior to February 25, 2028, he or she will forfeit the entire award. A copy of the form of the Performance Award Agreement with respect to these PSUs is incorporated herein by reference to Exhibit 10.14(f) to the Form 10-K of RBI filed on February 21, 2025.

On December 10, 2025, RBI entered into amendments, approved by the Compensation Committee, of the prior PSUs granted to Mr. Kozba, the CEO of RBI, and Mr. Siddiqui, the CFO of RBI, to revise the start date of the measurement period for computing the Achievement Price to November 21, 2022 from February 22, 2023 to align the measurement period with the previously reported PSUs granted to Mr. Doyle, Executive Chairman of RBI (as described in the Current Report on Form 8-K filed on November 16, 2022). This aligns the long-term performance awards of the CEO, the CFO, and the Executive Chairman of RBI with RBI’s shareholders’ interest in long-term stock price appreciation. A copy of the Amended and Restated Performance Award Agreement with respect to each of Mr. Kobza’s PSUs and Mr. Siddiqui’s PSUs are filed herewith by reference in Exhibit 10.14(b) and Exhibit 10.10(h) to the Form 10-K of RBI filed on February 20, 2026.

On January 30, 2026, RBI entered into new Offer Letters with each of Messrs. Kobza and Siddiqui and Ms. Granat which replace their respective tri-party Employment and Post-Employment Covenants Agreements which each of these executives had entered into with RBI and certain of its subsidiaries (collectively, the “Multi-Party Employment Agreements”), for reasons relating to internal organizational restructuring. The Offer Letters did not make any substantive change in the terms of such executive’s employment. The Offer Letters set forth the same salary and target bonus that each executive was already receiving. The Offer Letters retain RBI’s obligation (i) that each of the executives is tax equalized to the U.S. to help ensure that the executive does not gain or lose financially due to the different tax and social security implications or consequences of the executive’s employment with multiple companies and (ii) that RBI will pay for tax preparation services for such executive. Either RBI or the executive may terminate the employment relationship at any time. If RBI terminates the employment of an executive under the Offer Letter without cause or due to the executive’s death or disability, the executive may be eligible to receive, in RBI’s sole discretion, severance payments pursuant to RBI’s then-current policies relating to termination of employment applicable to employees at the executive’s grade level, if any. The Offer Letters continue to include substantially similar non-competition, non-solicitation and confidentiality provisions to those included in the prior Multi-Party Employment Agreements.