Restaurant Brands International Limited Partnership (QSP.UN) Form 4 Filed by 3g Restaurant Brands Holdings LP and 3g Restaurant Brands Holdings General Partner Ltd., Aug 06, 2021

SEC Form 4 · No Market Transaction
Conversion

Conversion of derivative securities.

Reporting Owners
TXN 2021-08-05 · FILED 2021-08-06
Equity Position 133M sh 142,271,229 → 132,662,485
Equity Change -6.8% shares held after vs before
Filing Lag 1 business day within 2-day SEC deadline
Form 4 · Statement of Changes in Beneficial Ownership
Filing Date
2021-08-06
Report Date
2021-08-05
Accession No.
0000899243-21-031949
Accepted At
2021-08-06 21:20 UTC
Reporting Owners
Name Relationship
3g Restaurant Brands Holdings LP CIK 0001653994
10% Owner
3g Restaurant Brands Holdings General Partner Ltd. CIK 0001653986
10% Owner
Non-Derivative Securities Transactions
Title Date Type Shares Price Net Total Post-Txn Ownership
Exchangeable unitsF1F2F3 2021-08-05 C - Conversion 9,608,744 D $0.00 — 132,662,485 Direct
Footnotes (3)
F1
Each Restaurant Brands International Limited Partnership ("RBI LP") exchangeable unit (the "exchangeable units") is convertible, at the Reporting Person's election, into common shares (the "common shares") of Restaurant Brands International Inc. ("RBI") or a cash amount determined by reference to the weighted average trading price of RBI's common shares on the New York Stock Exchange for the 20 consecutive trading days ending on the last business day prior to the exchange date, at the sole discretion of the general partner of RBI LP (subject to the consent of the RBI conflicts committee, in certain circumstances). This conversion right has no expiration date. Show more
F2
3G Restaurant Brands Holdings General Partner Ltd. is the general partner of 3G Restaurant Brands Holdings LP ("3G RBH"). Accordingly, 3G Restaurant Brands Holdings General Partner Ltd. may be deemed to have voting and dispositive power with respect to the reported securities held by 3G RBH. 3G Restaurant Brands Holdings General Partner Ltd. disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, or for any other purpose. Show more
F3
Pursuant to the terms of the limited partnership agreement of RBI LP, 3G RBH delivered to RBI LP an exchange notice to exchange in aggregate 9,608,744 exchangeable units held by 3G RBH (the "Exchange"). The exchange notice became irrevocable on August 5, 2021 with respect to 9,608,744 Exchangeable Units. The Exchange will be effected on or before August 24, 2021. Show more
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