3g Restaurant Brands Holdings LP and 3g Restaurant Brands Holdings General Partner Ltd. Transfers Shares of Restaurant Brands International Inc (QSR) — SEC Form 4, Mar 17, 2023

SEC Form 4 · No Market Transaction
Other Transaction

Non-market transaction reported.

Reporting Owners
TXN 2023-03-16 · FILED 2023-03-17
Equity Position 0 sh 2,213,851 → 0
Equity Change -100.0% 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
2023-03-17
Report Date
2023-03-16
Accession No.
0000899243-23-008854
Accepted At
2023-03-17 20:00 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
3g Restaurant Brands Holdings LP at Restaurant Brands International Inc Full insider history
Bought (12 mo) —
Sold (12 mo) —
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Non-Derivative Securities Transactions
Title Date Type Shares Price Net Total Post-Txn Ownership
Common sharesF2F2F1F2 2023-03-16 J - Other 2,213,851 D — 0 Indirect
Derivative Securities Transactions
Title Strike Date Type Shares Price Expiration Underlying Ownership
Forward sale contract(obligation to sell)F2F2F2F2F2F1F2 2023-03-16 J - Other 2,213,851 D 2,213,851 Common shares Indirect
Footnotes (2)
F1
3G Restaurant Brands Holdings General Partner Ltd. is the general partner of HL1 17 LP ("HL1"). Accordingly, 3G Restaurant Brands Holdings General Partner Ltd. may be deemed to have voting and dispositive power with respect to the reported securities which are held directly by HL1. 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
F2
On March 16, 2023, HL1 settled the previously announced forward sale contract, dated as of February 27, 2023 (the "Forward Contract"), with an unaffiliated third party buyer, BofA Securities, Inc. The Forward Contract obligated HL1 to deliver to the buyer 2,213,851 Common Shares of the Issuer (the "Forward Shares") on the maturity date of March 16, 2023 or such earlier date as elected by HL1 in accordance with the terms of the Forward Contract in exchange for a cash payment equal to a price per Forward Share of $63.99 multiplied by a factor of (1+(an overnight bank funding rate minus a negotiated spread)) for each day that the Forward Contract was outstanding. Each Reporting Person disclaims all right, title and interest with respect to the Forward Contract transaction and nothing set forth herein shall be an admission that such Reporting Person has beneficial ownership of the Forward Shares or any transaction relating thereto. Show more
5%+ Holders · 13D/G 4 filers
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