Restaurant Brands International Limited Partnership

Current report (Form 8-K) · Jun 3, 2026 · Item 5.07 · Financial statements

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RSTRF

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Item 5.07

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Jun 3, 2026

Filing summary Workforce analysis SEC documents(6)Filing text

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8-K

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qsr-20260603.htm

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8-K · qsr-20260603.htm iXBRL 0001618755 2026-06-03 2026-06-03 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 3, 2026 RESTAURANT BRANDS INTERNATIONAL LIMITED PARTNERSHIP (Exact name of registrant as specified in its charter) Ontario 001-36787 98-1206431 (State or other jurisdiction of (Commission (I.R.S. Employer incorporation) File Number) Identification No.) 130 King Street West, Suite 300 Toronto, Ontario M5X 1E1 (Address of Principal Executive Offices and Zip Code) ( 905 ) 339-6011 (Registrant’s telephone number, including area code) N/A (Former name or former address, if changed since last report) Securities registered pursuant to Section 12(b) of the Act: None Securities registered pursuant to Section 12(g) of the Act: Title of each class Trading Symbols Name of each exchange on which registered Class B exchangeable limited partnership units QSP Toronto Stock Exchange Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Item 5.07 Submission of Matters to a Vote of Security Holders. On June 3, 2026, Restaurant Brands International Inc. (the “ Company ”) held its 2026 Annual Meeting of Shareholders (the “ Meeting ”). At the Meeting, the Company’s shareholders: (i) elected the ten (10) directors specifically named in the Company’s management information circular and proxy statement (the “ Proxy Statement ”), each to serve until the close of the 2027 Annual Meeting of Shareholders or until his or her successor is elected or appointed, (ii) approved, on an advisory basis, the compensation paid by the Company to its named executive officers, and (iii) appointed KPMG LLP as the Company’s auditors to serve until the close of the 2027 Annual Meeting of Shareholders and authorized the Company’s directors to fix the auditors’ remuneration. The voting results for each proposal are as follows: Proposal 1: Election of the ten (10) directors specifically named in the Proxy Statement, each to serve until the close of the 2027 Annual Meeting of Shareholders or until his or her successor is elected or appointed: Nominee Number of Votes For Number of Votes Against Number of Votes Abstain Broker Non-Votes Alexandre Behring 386,544,846 10,905,772 194,526 5,533,068 Maximilien de Limburg Stirum 396,984,644 616,474 44,024 5,533,070 J. Patrick Doyle 393,548,187 4,058,404 38,556 5,533,065 Cristina Farjallat 396,848,192 759,417 37,537 5,533,066 Ali Hedayat 393,457,494 4,142,830 44,820 5,533,068 Marc Lemann 391,720,662 5,882,501 41,983 5,533,066 Jason Melbourne 396,839,982 763,563 41,600 5,533,067 Daniel S. Schwartz 396,469,148 1,131,612 44,385 5,533,067 Marcia Smith 397,229,186 376,898 39,064 5,533,064 Thecla Sweeney 394,889,035 2,671,526 84,583 5,533,068 Proposal 2: Approval, on a non-binding advisory basis, of the compensation paid by the Company to its named executive officers: Number of Votes For Number of Votes Against Number of Votes Withheld Broker Non-Votes 387,547,825 9,993,041 104,276 5,533,070 Proposal 3: Appointment of KPMG LLP as the Company’s auditors to serve until the close of the 2027 Annual Meeting of Shareholders and authorization of the Company’s directors to fix the auditors’ remuneration: Number of Votes For Number of Votes Withheld Broker Non-Votes 390,184,325 12,993,883 4 Item 9.01 Financial Statements and Exhibits Exhibit Number Description 104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. RESTAURANT BRANDS INTERNATIONAL LIMITED PARTNERSHIP, by its general partner RESTAURANT BRANDS INTERNATIONAL INC. Date: June 3, 2026 /s/ Jill Granat Name: Jill Granat Title: General Counsel and Corporate Secretary

Document text

8-K · qsr-20260603.htm iXBRL

0001618755 2026-06-03 2026-06-03

 UNITED STATES
 SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549

 FORM 8-K

 CURRENT REPORT
 Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 Date of Report (Date of earliest event reported): June 3, 2026

 RESTAURANT BRANDS INTERNATIONAL LIMITED PARTNERSHIP
 (Exact name of registrant as specified in its charter)

 Ontario   001-36787 98-1206431
 (State or other jurisdiction of   (Commission (I.R.S. Employer
 incorporation)   File Number) Identification No.)

 130 King Street West, Suite 300
 Toronto, Ontario M5X 1E1
 (Address of Principal Executive Offices and Zip Code)

 ( 905 ) 339-6011
 (Registrant’s telephone number, including area code)
 N/A
 (Former name or former address, if changed since last report)

 Securities registered pursuant to Section 12(b) of the Act: None

 Securities registered pursuant to Section 12(g) of the Act:
 Title of each class   Trading Symbols Name of each exchange on which registered
 Class B exchangeable limited partnership units QSP Toronto Stock Exchange

 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 ☐     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 ☐     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 ☐     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 ☐     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 Emerging growth company ☐
 If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 Item 5.07     Submission of Matters to a Vote of Security Holders.
 On June 3, 2026, Restaurant Brands International Inc. (the “ Company ”) held its 2026 Annual Meeting of Shareholders (the “ Meeting ”). At the Meeting, the Company’s shareholders: (i) elected the ten (10) directors specifically named in the Company’s management information circular and proxy statement (the “ Proxy Statement ”), each to serve until the close of the 2027 Annual Meeting of Shareholders or until his or her successor is elected or appointed, (ii) approved, on an advisory basis, the compensation paid by the Company to its named executive officers, and (iii) appointed KPMG LLP as the Company’s auditors to serve until the close of the 2027 Annual Meeting of Shareholders and authorized the Company’s directors to fix the auditors’ remuneration.
 The voting results for each proposal are as follows:
 Proposal 1: Election of the ten (10) directors specifically named in the Proxy Statement, each to serve until the close of the 2027 Annual Meeting of Shareholders or until his or her successor is elected or appointed:

 Nominee
 Number of Votes For
 Number of Votes Against
 Number of Votes Abstain
 Broker Non-Votes

 Alexandre Behring
 386,544,846  10,905,772  194,526  5,533,068 
 Maximilien de Limburg Stirum
 396,984,644  616,474  44,024  5,533,070 
 J. Patrick Doyle
 393,548,187  4,058,404  38,556  5,533,065 
 Cristina Farjallat
 396,848,192  759,417  37,537  5,533,066 
 Ali Hedayat
 393,457,494  4,142,830  44,820  5,533,068 
 Marc Lemann
 391,720,662  5,882,501  41,983  5,533,066 
 Jason Melbourne
 396,839,982  763,563  41,600  5,533,067 
 Daniel S. Schwartz
 396,469,148  1,131,612  44,385  5,533,067 
 Marcia Smith
 397,229,186  376,898  39,064  5,533,064 
 Thecla Sweeney
 394,889,035  2,671,526  84,583  5,533,068 

 Proposal 2: Approval, on a non-binding advisory basis, of the compensation paid by the Company to its named executive officers:

 Number of Votes For
 Number of Votes Against
 Number of Votes Withheld
 Broker Non-Votes

 387,547,825  9,993,041  104,276  5,533,070 

 Proposal 3: Appointment of KPMG LLP as the Company’s auditors to serve until the close of the 2027 Annual Meeting of Shareholders and authorization of the Company’s directors to fix the auditors’ remuneration:

 Number of Votes For
 Number of Votes Withheld
 Broker Non-Votes

 390,184,325  12,993,883  4 

 Item 9.01     Financial Statements and Exhibits

 Exhibit
Number Description

 104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document

 SIGNATURES
     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
  

   RESTAURANT BRANDS INTERNATIONAL LIMITED PARTNERSHIP, by its general partner RESTAURANT BRANDS INTERNATIONAL INC.

 Date: June 3, 2026   /s/ Jill Granat
   Name: Jill Granat
   Title: General Counsel and Corporate Secretary

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