Ownership Submission
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

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 *
Goncalves Heitor
   2. Issuer Name and Ticker or Trading Symbol
Burger King Worldwide, Inc. [BKW] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP, Chief Information
(Last)
(First)
(Middle)
5505 BLUE LAGOON DRIVE		 3. Date of Earliest Transaction (Month/Day/Year)
03/07/2014
(Street)

MIAMI, FL 33126		 4. If Amendment, Date Original Filed(Month/Day/Year)
 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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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)
Code V Amount (A) or (D) Price
Common Stock 03/07/2014   A   6,268 (1) A $ 27.28 (2) 107,478 D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Option (Right to Buy) $ 3.54             10/19/2015 02/02/2021 Common Stock 530,260   530,260 D  
Option (Right to Buy) $ 3.54             12/31/2016 02/20/2022 Common Stock 177,791   177,791 D  
Option (Right to Buy) $ 18.25             12/31/2017 02/28/2023 Common Stock 30,136   30,136 D  
Option (Right to Buy) $ 18.25             03/01/2018 02/28/2023 Common Stock 100,000   100,000 D  
Option (Right to Buy) $ 27.28 (2) 03/07/2014   A   41,788 (3)   12/31/2018 03/06/2024 Common Stock 41,788 $ 0 41,788 D  
Option (Right to Buy) $ 27.28 03/07/2014   A   80,000   03/07/2019 03/06/2024 Common Stock 80,000 $ 0 80,000 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Goncalves Heitor
5505 BLUE LAGOON DRIVE
MIAMI, FL 33126		       EVP, Chief Information  

Signatures

 /s/ Lisa Giles-Klein, As Attorney-in-Fact for Heitor Goncalves   03/11/2014
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(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) The shares reported represent shares of common stock purchased from the Issuer by the reporting person upon exercise of his/her investment rights pursuant to the Issuer's 2013 Bonus Swap Program under its Amended and Restated 2012 Omnibus Incentive Plan. The reporting person elected to use 50% of his/her 2013 net bonus to purchase shares of common stock at a purchase price of $27.28 per share ("Investment Shares").
(2) Pursuant to the Issuer's Amended and Restated 2012 under it's Omnibus Incentive Plan, the purchase price of the Investment Shares and the exercise price for the matching options described in footnote 3 below pursuant to the Issuer's 2013 Bonus Swap Program is the last trading price of a share of the Issuer's common stock on the New York Stock Exchange on the trading day immediately preceding the grant date, in this case March 6, 2014.
(3) The Issuer granted the options to the reporting person pursuant to the Issuer's 2013 Bonus Swap Program under its Amended and Restated 2012 Omnibus Incentive Plan. The reporting person elected to use 50% of his/her 2013 net bonus to purchase Investment Shares and received a matching grant of stock options in an amount equal to two times his/her gross bonus, multiplied by a multiple based on the reporting person's position level with the Issuer ("Options Multiplier"), and divided by the exercise price of $27.28 per share. The Options Multiplier was 1.0 for vice presidents, 1.5 for senior vice presidents and 2.0 for executive vice presidents. If an employee sells any of the Investment Shares, he/she will forfeit 20,894 of the options and a proportionate number of the remaining options based on the number of Investment Shares sold.

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