Restaurant Brands International (QSR) Proxy filing summary

Executive summary

• Operates over 33,000 restaurants in 120+ countries with $47B in annual system-wide sales as of 2025, managing Tim Hortons, Burger King, Popeyes, and Firehouse Subs brands.

• Focuses on refranchising Burger King US company restaurants and finding long-term partners for Popeyes China and Firehouse Subs Brazil by end of 2027.

• Core values include ownership, meritocracy, diversity, innovation, and authenticity, with a commitment to sustainable growth and community support.

Voting matters and shareholder proposals

• Shareholders will vote on electing ten directors, an advisory say-on-pay vote for executive compensation, and the appointment of KPMG LLP as auditors until the 2027 meeting.

• Board recommends voting FOR all director nominees, executive compensation, and auditor appointment.

• Hybrid annual meeting allows participation both in-person and online.

Board of directors and corporate governance

• 9 of 10 director nominees are independent; all directors stand for annual election.

• Separate Executive Chair and CEO roles, with a Lead Independent Director.

• Board committees (Audit, Compensation, NCG, Conflicts) are composed solely of independent directors.

• Annual board and committee self-assessments; average director tenure is six years.

• Board diversity includes directors from three continents and a mix of skills and backgrounds.