[Form 4] Hillenbrand, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Toast, Inc. (NYSE: TOST) – Form 144 filing dated 07/02/2025 discloses a proposed insider sale of Class A common stock under SEC Rule 144.

• Selling person: Brian R. Elworthy (and related trust entities).
• Securities to be sold: 5,681 Class A shares.
• Approximate market value: US$241,968, implying a reference price near US$42.60 per share.
• Broker: Fidelity Brokerage Services LLC; proposed exchange: NYSE.
• Total shares outstanding: 498 million, so the upcoming sale equals ~0.001 % of outstanding stock.

Recent insider sales (past 3 months)

• 04/02/2025 – 2,895 shares sold for US$101,318.04
• 05/02/2025 – 1,027 shares sold for US$37,064.53
• 06/02/2025 – 300,000 shares sold for US$12.78 million
• 06/02/2025 – 39,368 shares sold via irrevocable trust for US$1.68 million

The filer states the shares were acquired through restricted-stock vesting on 07/01/2025 as compensation. The notice attests that the seller is unaware of any undisclosed material adverse information about Toast.

While Form 144 filings are routine compliance documents, multiple sizable sales in the prior quarter—including a 300 k-share transaction—highlight ongoing insider divestiture. Nevertheless, the forthcoming 5,681-share sale is immaterial relative to Toast’s 498 million outstanding shares and does not, by itself, alter the company’s fundamentals.

Positive

• Regulatory compliance: Timely Form 144 filing indicates transparency regarding insider transactions.

Negative

• Continued insider selling: Cumulative 345 k shares (≈0.07 % of float) sold over past 3 months, including a forthcoming 5,681-share sale.
• Potential perception risk: Large dollar value of past sales (>US$14 million) may be viewed as diminished insider confidence despite small percentage of float.

Insights

Financial Analyst

TL;DR: Routine Form 144; small new sale, but cumulative insider selling exceeds US$14 million in last 3 months.

The filing signals another planned divestiture by Brian R. Elworthy. The immediate sale—5,681 shares worth roughly US$242 k—represents an insignificant 0.001 % of Toast’s float. However, adding the disclosed past-quarter transactions, insider liquidations now total about 345 k shares (~0.07 % of float) for >US$14 million. Although the percentages are low, the absolute dollar amount is notable and may be interpreted as mild insider bearishness. No operational or financial data accompany the filing; therefore, the event is neutral to fundamentals and unlikely to move valuation materially.

Corporate Governance Specialist

TL;DR: Filing demonstrates compliance; pattern of insider selling could raise governance scrutiny.

Toast’s timely Form 144 illustrates adherence to disclosure obligations, mitigating regulatory risk. Yet, successive sales by a key insider and related trust—especially the 300 k-share disposal in June—could draw investor attention to potential alignment issues between management and shareholders. The forthcoming sale is de minimis, so governance impact is modest but trending negative if sales persist.

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Morytko Tamara

(Last) (First) (Middle)

ONE BATESVILLE BOULEVARD

(Street)

BATESVILLE IN 47006

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Hillenbrand, Inc. [ HI ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Sr. VP & President, MTS

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2025

4. If Amendment, Date of 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

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								3,423	D

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 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: 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
Restricted Stock Units (Deferred Stock Award 09/11/2023)	(1)	06/30/2025		A(2)		141		(3)	(3)	Common Stock	141	$0	12,743	D
Restricted Stock Units (Deferred Stock Award 12/7/2023)	(1)	06/30/2025		A(2)		52		(4)	(4)	Common Stock	52	$0	4,709	D
Restricted Stock Units (Deferred Stock Award 12/5/2024)	(1)	06/30/2025		A(2)		123		(5)	(5)	Common Stock	123	$0	11,111	D
Restricted Stock Units (Matching RSU Framework 03/31/2025)	(1)	06/30/2025		A(2)		13		(6)	(6)	Common Stock	13	$0	1,225	D

Explanation of Responses:

1. Each Restricted Stock Unit represents the contingent right to receive one share of the issuer's common stock.

2. Restricted Stock Units are entitled to dividend equivalent rights which accrue on dividend record dates.

3. Restricted Stock Units scheduled to vest one-quarter on 9/11/2024, one-quarter on 9/11/2025, and one-half on 9/11/2026.

4. Restricted Stock Units scheduled to vest one-third on 12/7/2024, one-third on 12/7/2025, and one-third on 12/7/2026.

5. Restricted Stock Units scheduled to vest one-third on 12/5/2025, one-third on 12/5/2026, and one-third on 12/5/2027.

6. Represents Matching RSUs granted under the Company's Executive Share Match framework that will vest on March 31, 2028, and be settled in shares of the Company's common stock or cash to the extent the vesting conditions of the framework are satisfied.

Remarks:

	/s/ Allison A. Westfall, Attorney-in-Fact for Tamara Morytko	07/02/2025
	** 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 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

How many Toast (TOST) shares are proposed for sale in this Form 144?

5,681 Class A shares are scheduled for sale on or about 07/02/2025.

What is the market value of the proposed Toast insider sale?

The filing lists an aggregate market value of US$241,968 for the 5,681 shares.

How many Toast shares were sold by the insider in the past three months?

Disclosed prior sales total 345,290 shares (including a 300 k-share block) for about US$14.3 million in gross proceeds.

What percentage of Toast’s outstanding shares does the new sale represent?

Approximately 0.001 % of the company’s 498 million outstanding shares.

Does the Form 144 indicate any undisclosed adverse information about Toast?

The signer represents that they do not know of any material adverse information that has not been publicly disclosed.