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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, 2025
 RESTAURANT BRANDS INTERNATIONAL INC.
(Exact name of registrant as specified in its charter)

Canada001-3678698-1202754
(State or other jurisdiction of (Commission(I.R.S. Employer
incorporation) File Number)Identification No.)
5707 Blue Lagoon Drive
Miami,Florida33126
(Address of Principal Executive Offices and Zip Code)
(305) 378-3000
(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:
Title of each class Trading SymbolsName of each exchange on which registered
Common Shares, without par value QSRNew York Stock Exchange
 Toronto Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: None
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, 2025, Restaurant Brands International Inc. (the “Company”) held its 2025 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 2026 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, (iii) appointed KPMG LLP as the Company’s auditors to serve until the close of the 2026 Annual Meeting of Shareholders and authorized the Company’s directors to fix the auditors’ remuneration, and (iv) did not approve shareholder proposals regarding antibiotics policy, food waste and defining director independence. Note that Proposal 7 was withdrawn prior to the meeting.
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 2026 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
365,696,963 29,940,909 320,129 5,663,061 
Maximilien de Limburg Stirum
394,536,865 1,348,856 72,278 5,663,063 
J. Patrick Doyle
390,633,367 5,261,066 63,569 5,663,060 
Cristina Farjallat
390,239,050 5,644,296 74,656 5,663,060 
Jordana Fribourg
377,685,447 18,112,646 159,910 5,663,059 
Ali Hedayat
387,440,414 8,413,786 103,800 5,663,062 
Marc Lemann
378,525,418 17,274,360 158,221 5,663,063 
Jason Melbourne
390,249,985 5,638,133 69,885 5,663,059 
Daniel S. Schwartz
391,291,201 4,597,832 68,967 5,663,062 
Thecla Sweeney
390,000,276 5,858,984 98,744 5,663,058 
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
384,670,481 9,993,827 1,293,683 5,663,071 
Proposal 3: Appointment of KPMG LLP as the Company’s auditors to serve until the close of the 2026 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
386,532,921 15,024,384 32 
Proposal 4: Consider a shareholder proposal regarding antibiotics policy:
Number of Votes For
Number of Votes Against
Number of Votes Withheld
Broker Non-Votes
44,653,097 226,137,944 125,166,932 5,327,288 


Proposal 5: Consider a shareholder proposal regarding food waste:
Number of Votes For
Number of Votes Against
Number of Votes Withheld
Broker Non-Votes
44,551,850 226,622,791 125,119,115 5,327,289 
Proposal 6: Consider a shareholder proposal regarding defining director independence:
Number of Votes For
Number of Votes Against
Number of Votes Withheld
Broker Non-Votes
37,574,539 233,718,724 125,000,411 5,327,291 
Item 9.01     Financial Statements and Exhibits
Exhibit
Number		Description
104Cover 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 INC.
Date: June, 3, 2025 /s/ Jill Granat
 Name:Jill Granat
 Title:General Counsel and Corporate Secretary