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Section 1: 3 (FORM 3 SUBMISSION)

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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(Print or Type Responses)
1. Name and Address of Reporting Person *
  SCHWAN AXEL MR
2. Date of Event Requiring Statement (Month/Day/Year)
01/22/2020
3. Issuer Name and Ticker or Trading Symbol
Restaurant Brands International Inc. [QSR]
(Last)
(First)
(Middle)
130 KING STREET WEST, SUITE 300
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Pres., Tim Hortons Americas
5. If Amendment, Date Original Filed (Month/Day/Year)
(Street)

TORONTO, A6 M5X 1E1
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 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 14,364
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
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 2,539 (1) D  
Option (right to buy)   (2) 03/05/2025 Common Shares 21,769 $42.26 D  
Option (right to buy) 03/06/2020 03/05/2025 Common Shares 66,667 $42.26 D  
Option (right to buy) 02/26/2021 02/25/2026 Common Shares 40,000 $33.67 D  
Restricted Share Units   (3)   (3) Common Shares 17,820 (4) D  
Dividend Equivalent Rights   (5)   (5) Common Shares 1,642.3608 (6) D  
Restricted Share Units   (7)   (7) Common Shares 8,013 (4) D  
Dividend Equivalent Rights   (8)   (8) Common Shares 613.2521 (6) D  
Option (right to buy) 02/23/2023 02/22/2028 Common Shares 40,000 $58.44 D  
Restricted Share Units   (9)   (9) Common Shares 5,757 (4) D  
Dividend Equivalent Rights   (10)   (10) Common Shares 362.1416 (6) D  
Option (right to buy) 02/22/2024 02/21/2029 Common Shares 30,000 $64.75 D  
Restricted Share Units   (11)   (11) Common Shares 5,372 (4) D  
Dividend Equivalent Rights   (12)   (12) Common Shares 160.9698 (6) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SCHWAN AXEL MR
130 KING STREET WEST
SUITE 300
TORONTO, A6 M5X 1E1
      Pres., Tim Hortons Americas  

Signatures

/s/ Michele Keusch, as Attorney-in-Fact for Axel Schwan 01/31/2020
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(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) These restricted share units vest on December 31, 2023.
(12) 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.

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Section 2: EX-24.3_891164 (POA DOCUMENT)

POWER OF ATTORNEY

Know all by these presents that the undersigned hereby constitutes and appoints
each of Jill Granat and Michele Keusch, signing singly, the undersigned's true
and lawful attorney-in-fact to:

1. execute for and on behalf of the undersigned, in the undersigned's capacity
as an officer and/or director of Restaurant Brands International Inc. (the
"Company"), Form ID, including other documents necessary to obtain EDGAR codes
and passwords enabling the undersigned to make filings with the United States
Securities and Exchange Commission, and Forms 3, 4 and 5 in accordance with
Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange
Act"), and the rules thereunder;

2. do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Form ID, Form 3,
4 or 5, complete and execute any amendment or amendments thereto, and timely
file such form with the United States Securities and Exchange Commission and any
stock exchange or similar authority; and

3. take any other action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit to, in the
best interest of, or legally required by, the undersigned, it being understood
that the documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.

The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-facts substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 of the Exchange Act.

The undersigned hereby revokes all previous powers of attorney that have been
granted by him in connection with his reporting obligations, if any, under
Section 16 of the Exchange Act with respect to his holdings of and transactions
in securities issued by the Company. This Power of Attorney shall remain in full
force and effect until the undersigned is no longer required to file Forms 3, 4
and 5 with respect to the undersigned's holdings of and transactions in
securities issued by the Company, unless earlier revoked by the undersigned in a
signed writing delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of January 17, 2020.


By: 	/s/ Axel Schwan
Name: 	Axel Schwan

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