FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Athayde Felipe A

2. Date of Event Requiring Statement (MM/DD/YYYY)
3/14/2019 

3. Issuer Name and Ticker or Trading Symbol

Restaurant Brands International Inc. [QSR]

(Last)        (First)        (Middle)

5707 BLUE LAGOON DRIVE

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                            _____ 10% Owner
___ X ___ Officer (give title below)          _____ Other (specify below)
Brand Pres., Popeyes, Americas /

(Street)

MIAMI, FL 33126       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person


Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4) 		2. Amount of Securities Beneficially Owned
(Instr. 4) 		3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5) 		4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Shares   9198   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4) 		2. Date Exercisable and Expiration Date
(MM/DD/YYYY) 		3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4) 		4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5) 		6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Exchangeable units   (1)   (1)   (1) Common Shares   1140     (1) D    
Option (right to buy)     (2) 3/6/2024   Common Shares   2767   $27.28   D    
Option (right to buy)     (2) 3/6/2024   Common Shares   50000   $27.28   D    
Option (right to buy)   12/31/2019   3/5/2025   Common Shares   3714   $42.26   D    
Option (right to buy)   3/6/2020   3/5/2025   Common Shares   133333   $42.26   D    
Restricted Share Units     (3)   (3) Common Shares   10692     (4) D    
Dividend Equivalent Rights     (5)   (5) Common Shares   645.6873     (6) D    
Restricted Share Units     (7)   (7) Common Shares   6833     (4) D    
Dividend Equivalent Rights     (8)   (8) Common Shares   308.9389     (6) D    
Restricted Share Units     (9)   (9) Common Shares   3307     (4) D    
Dividend Equivalent Rights     (10)   (10) Common Shares   105.7634     (6) D    
Performance Share Units   2/26/2021   2/26/2021   Common Shares   80800     (11) D    
Dividend Equivalent Rights     (12)   (12) Common Shares   4872.2327     (6) D    
Restricted Share Units     (13)   (13) Common Shares   6907     (4) D    
Option (right to buy)   2/22/2024   2/21/2029   Common Shares   30000   $64.75   D    

Explanation of Responses:
(1)  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.
(2)  These options are immediately exercisable.
(3)  These restricted share units vest on December 31, 2020.
(4)  Each restricted share unit represents a contingent right to receive one common share.
(5)  These dividend equivalent rights accrued on the 2016 restricted share unit award (the "2016 RSUs"). Dividend equivalent rights accrue when and as dividends are 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 the 2016 RSUs to which they relate.
(6)  Each whole dividend equivalent right represents a contingent right to receive one common share.
(7)  These restricted share units vest on December 31, 2021.
(8)  These dividend equivalent rights accrued on the 2017 restricted share unit award (the "2017 RSUs"). Dividend equivalent rights accrue when and as dividends are 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 the 2017 RSUs to which they relate.
(9)  These restricted share units vest on December 31, 2022.
(10)  These dividend equivalent rights accrued on the 2018 restricted share unit award (the "2018 RSUs"). Dividend equivalent rights accrue when and as dividends are paid on the common shares underlying the 2018 RSUs and vest proportionately with and are subject to settlement and expiration upon the same terms as the 2018 RSUs to which they relate.
(11)  The shares reported represent an award of performance based restricted share units (the "PBRSUs") granted to the Reporting Person. The PBRSUs had a three-year performance period beginning January 1, 2015 and ending December 31, 2018 and will vest 100% on February 26, 2021, which is the fifth anniversary of the grant date.
(12)  These dividend equivalent rights accrued on the PBRSUs. Dividend equivalent rights accrue when and as dividends are paid on the common shares underlying the PBRSUs and vest proportionately with and are subject to settlement and expiration upon the same terms as the PBRSUs to which they relate.
(13)  These restricted share units vest on December 31, 2023.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Athayde Felipe A
5707 BLUE LAGOON DRIVE
MIAMI, FL 33126

Brand Pres., Popeyes, Americas

Signatures
/s/ Lisa Giles-Klein, As Attorney-in-Fact for Felipe A. Athayde 3/25/2019
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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