Statement of Changes in Beneficial Ownership (4)

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 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 ^* Siddiqui Sami A.	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) Brand Pres., Popeyes, Americas
(Last) (First) (Middle) 5707 BLUE LAGOON DRIVE	3. Date of Earliest Transaction (MM/DD/YYYY) 1/5/2021
(Street) MIAMI, FL 33126 (City) (State) (Zip)	4. 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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. 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)
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Shares	1/5/2021		A		117.4344 ⁽¹⁾	A	$0.00	80220.7964	D
Common Shares	1/5/2021		S		5437.6319 ⁽²⁾	D	$58.95	74783.1645	D

*Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)*
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. 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		7. Title and Amount of Securities Underlying Derivative Security (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)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)
Option (Right to Buy)	$55.55							2/24/2022	2/23/2027	Common Shares	80000		80000	D
Option (Right to Buy)	$66.31							2/21/2025	2/20/2030	Common Shares	20000		20000	D
Restricted Share Units	⁽³⁾							⁽⁴⁾	⁽⁴⁾	Common Shares	7771		7771	D
Dividend Equivalent Rights	⁽⁵⁾	1/5/2021		A		75.7173		⁽⁶⁾	⁽⁶⁾	Common Shares	75.7173	$0.00	952.503	D
Restricted Share Units	⁽³⁾							⁽⁷⁾	⁽⁷⁾	Common Shares	5726		5726	D
Dividend Equivalent Rights	⁽⁵⁾	1/5/2021		A		53.3782		⁽⁸⁾	⁽⁸⁾	Common Shares	53.3782	$0.00	423.7949	D
Restricted Share Units	⁽³⁾							⁽⁹⁾	⁽⁹⁾	Common Shares	7163		7163	D
Dividend Equivalent Rights	⁽⁵⁾	1/5/2021		A		64.8315		⁽¹⁰⁾	⁽¹⁰⁾	Common Shares	64.8315	$0.00	306.3352	D
Performance Share Units	⁽¹¹⁾							2/26/2021	2/26/2021	Common Shares	151576.9718		151576.9718	D
Dividend Equivalent Rights	⁽⁵⁾	1/5/2021		A		1497.4581		⁽¹²⁾	⁽¹²⁾	Common Shares	1497.4581	$0.00	20947.4776	D
Performance Share Units	⁽¹³⁾							2/22/2024	2/22/2024	Common Shares	50000		50000	D
Dividend Equivalent Rights	⁽⁵⁾	1/5/2021		A		466.1045		⁽¹⁴⁾	⁽¹⁴⁾	Common Shares	466.1045	$0.00	3700.6196	D
Performance Share Units	⁽¹⁵⁾							2/21/2025	2/21/2025	Common Shares	20000		20000	D
Dividend Equivalent Rights	⁽⁵⁾	1/5/2021		A		181.0177		⁽¹⁶⁾	⁽¹⁶⁾	Common Shares	181.0177	$0.00	855.3266	D
Performance Share Units	⁽¹⁷⁾							2/21/2025	2/21/2025	Common Shares	20000		20000	D
Dividend Equivalent Rights	⁽⁵⁾	1/5/2021		A		175.1137		⁽¹⁸⁾	⁽¹⁸⁾	Common Shares	175.1137	$0.00	175.1137	D

Explanation of Responses:
(1)	Represents shares settled from dividend equivalent rights that accrued on a vested restricted share unit award in respect of dividends that were paid after the vesting of the award with a record date prior to the vesting of the award.
(2)	Represents shares sold to cover withholding tax obligations on the settlement of the previously reported vesting of the Reporting Person's restricted share units.
(3)	Each restricted share unit represents a contingent right to receive one common share.
(4)	These restricted share units vest on December 31, 2021.
(5)	Each whole dividend equivalent right represents a contingent right to receive one common share.
(6)	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.
(7)	These restricted share units vest on December 31, 2023.
(8)	These dividend equivalent rights accrued on the 2019 restricted share unit award (the "2019 RSUs"). Dividend equivalent rights accrue when and as dividends are paid on the common shares underlying the 2019 RSUs and vest proportionately with and are subject to settlement and expiration upon the same terms as the 2019 RSUs to which they relate.
(9)	These restricted share units vest on December 31, 2024.
(10)	These dividend equivalent rights accrued on the 2020 restricted share unit award (the "2020 RSUs"). Dividend equivalent rights accrue when and as dividends are paid on the common shares underlying the 2020 RSUs and vest proportionately with and are subject to settlement and expiration upon the same terms as the 2020 RSUs to which they relate.
(11)	The shares reported represent an award of performance based restricted share units (the "2016 PBRSUs") granted to the Reporting Person. The 2016 PBRSUs had a three-year performance period beginning January 1, 2016 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 2016 PBRSUs. Dividend equivalent rights accrue when and as dividends are paid on the common shares underlying the 2016 PBRSUs and vest proportionately with and are subject to settlement and expiration upon the same terms as the 2016 PBRSUs to which they relate.
(13)	The shares reported represent an award of performance based restricted share units ("2019 PBRSUs") granted to the Reporting Person. The 2019 PBRSUs will have a performance period ending December 31, 2021 and to the extent earned will vest 100% on February 22, 2024, which is the fifth anniversary of the grant date. The number of common shares that will be earned at the end of the performance period is subject to increase or decrease based on the results of the Issuer performance condition.
(14)	These dividend equivalent rights accrued on the 2019 PBRSUs. Dividend equivalent rights accrue when and as dividends are paid on the common shares underlying the 2019 PBRSUs and vest proportionately with and are subject to settlement and expiration upon the same terms as the 2019 PBRSUs to which they relate.
(15)	The shares reported represent an award of performance based restricted share units (the "2020-1 PBRSUs") granted to the Reporting Person. The 2020-1 PBRSUs will have a performance period ending December 31, 2021 and to the extent earned will vest 100% on February 21, 2025, which is the fifth anniversary of the grant date. The number of common shares that will be earned at the end of the performance period is subject to increase or decrease based on the results of the Issuer performance condition.
(16)	These dividend equivalent rights accrued on the 2020-1 PBRSUs. Dividend equivalent rights accrue when and as dividends are paid on the common shares underlying the 2020-1 PBRSUs and vest proportionately with and are subject to settlement and expiration upon the same terms as the 2020-1 PBRSUs to which they relate.
(17)	The shares reported represent an award of performance based restricted share units ("2020-2 PBRSUs") granted to the Reporting Person. The 2020-2 PBRSUs will have a performance period ending December 31, 2021 and to the extent earned will vest 100% on February 21, 2025. The number of common shares that will be earned at the end of the performance period is subject to increase or decrease based on the results of the Issuer performance condition.
(18)	These dividend equivalent rights accrued on the 2020-2 PBRSUs. Dividend equivalent rights accrue when and as dividends are paid on the common shares underlying the 2020-2 PBRSUs and vest proportionately with and are subject to settlement and expiration upon the same terms as the 2020-2 PBRSUs to which they relate.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Siddiqui Sami A. 5707 BLUE LAGOON DRIVE MIAMI, FL 33126			Brand Pres., Popeyes, Americas