Sec Form 4 Filing - MACEDO ALEXANDRE @ Restaurant Brands International Inc. - 2018-02-20

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person MACEDO ALEXANDRE 2. Issuer Name and Ticker or Trading Symbol Restaurant Brands International Inc. [ QSR] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) President,Tim Hortons (Last) (First) (Middle) 226 WYECROFT ROAD 3. Date of Earliest Transaction (MM/DD/YY) 02/20/2018 (Street) OAKVILLE, A6L6K 3X7 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Shares 02/20/2018 M( 1 ) 75,458 A $ 3.97 92,192 D Common Shares 02/20/2018 M( 1 ) 40,139 A $ 3.54 132,331 D Common Shares 02/20/2018 M( 1 ) 4,308 A $ 3.54 136,639 D Common Shares 02/20/2018 S( 1 ) 32,773 D $ 59.42 103,866 D Common Shares 02/20/2018 S( 1 ) 19,097 D $ 59.12 84,769 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Exchangeable units ( 2 ) ( 2 ) ( 2 ) ( 2 ) Common Shares 41,691 41,691 D Option (right to buy) $ 3.54 02/20/2018 M( 1 ) 40,139 ( 3 ) 07/31/2021 Common Shares 40,139 $ 0 0 D Option (right to buy) $ 3.54 02/20/2018 M( 1 ) 4,308 ( 3 ) 02/20/2022 Common Shares 4,308 $ 0 0 D Option (right to buy) $ 3.97 02/20/2018 M( 1 ) 75,458 ( 3 ) 02/28/2022 Common Shares 75,458 $ 0 0 D Option (right to buy) $ 18.25 ( 3 ) 02/28/2023 Common Shares 16,438 16,438 D Option (right to buy) $ 18.25 03/01/2018 02/28/2023 Common Shares 200,000 200,000 D Option (right to buy) $ 27.28 12/31/2018 03/06/2024 Common Shares 29,325 29,325 D Option (right to buy) $ 27.28 03/07/2019 03/06/2024 Common Shares 100,000 100,000 D Option (right to buy) $ 42.26 12/31/2019 03/05/2025 Common Shares 33,128 33,128 D Option (right to buy) $ 42.26 03/06/2020 03/05/2025 Common Shares 100,000 100,000 D Restricted Share Units ( 4 ) ( 5 ) ( 5 ) Common Shares 28,215 28,215 D Dividend Equivalent Rights ( 6 ) ( 7 ) ( 7 ) Common Shares 776.6943 776.6943 D Option (right to buy) $ 33.67 02/26/2021 02/25/2026 Common Shares 100,000 100,000 D Restricted Share Units ( 4 ) ( 8 ) ( 8 ) Common Shares 11,006 11,006 D Dividend Equivalent Rights ( 6 ) ( 9 ) ( 9 ) Common Shares 141.1087 141.1087 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other MACEDO ALEXANDRE 226 WYECROFT ROAD OAKVILLE, A6L6K 3X7 President,Tim Hortons Signatures /s/ Lisa Giles-Klein, as Attorney-in-Fact for Alexandre Macedo 02/22/2018 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The Reporting Person exercised these options in order to retain ownership of all shares, less only those required to be sold to pay the exercise price and applicable taxes. ( 2 )Each Restaurant Brands International Limited Partnership exchangeable unit is convertible, at the Reporting Person's election, into common shares of Restaurant Brands International Inc. or a cash amount equal to a prescribed cash amount determined by reference to the weighted average trading price of Restaurant Brands International Inc.'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 Restaurant Brands International Limited Partnership (subject to the consent of the Restaurant Brands International Inc. conflicts committee, in certain circumstances). This conversion right has no expiration date. ( 3 )These options are immediately exercisable. ( 4 )Each restricted share unit represents a contingent right to receive one common share. ( 5 )These restricted share units vest on December 31, 2020. ( 6 )Each whole dividend equivalent right represents a contingent right to receive one common share. ( 7 )These dividend equivalent rights accrued on the 2016 restricted share unit award (the "2016 RSUs"). Dividend equivalent rights accrue when and as dividendsare paid on the common shares underlying the 2016 RSUs and vest proportionately with and are subject to settlement and expiration upon the same terms as the2016 RSUs to which they relate. ( 8 )These restricted share units vest on December 31, 2021. ( 9 )These dividend equivalent rights accrued on the 2017 restricted share unit award (the "2017 RSUs"). Dividend equivalent rights accrue when and as dividendsare paid on the common shares underlying the 2017 RSUs and vest proportionately with and are subject to settlement and expiration upon the same terms as the2017 RSUs to which they relate.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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