Director Derek T. Kan settles 1,548 RSUs into Toll Brothers (TOL) common stock

Rhea-AI Filing Summary

Toll Brothers, Inc. director Derek T. Kan reported the settlement of previously granted equity awards. On January 19, 2026, 1,548 restricted stock units converted into 1,548 shares of Toll Brothers common stock at an exercise price of $0. The filing shows this as an automatic conversion of derivative securities into common stock rather than an open‑market purchase or sale. After this transaction, Kan directly beneficially owned 6,388 shares of Toll Brothers common stock. According to the footnote, the restricted stock units vested 100% on December 19, 2025, and all corresponding shares were settled on January 19, 2026.

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

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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^*

Kan Derek T.

(Last) (First) (Middle)

1140 VIRGINIA DRIVE

(Street)

FORT WASHINGTON PA 19034

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Toll Brothers, Inc. [ TOL ]

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/19/2026

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	01/19/2026		M		1,548	A	$0	6,388	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	$0	01/19/2026		M			1,548	12/19/2025(1)	12/19/2025	Common Stock	1,548	$0	0	D

Explanation of Responses:

1. These restricted stock units vested 100% on December 19, 2025. Settlement of 100% of these shares occurred on January 19, 2026.

	/s/ Michael J. Grubb, attorney-in-fact	01/20/2026
	** 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).
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FAQ

What insider transaction did Toll Brothers (TOL) report for Derek T. Kan?

The filing reports that 1,548 restricted stock units held by director Derek T. Kan were converted into 1,548 shares of Toll Brothers common stock on January 19, 2026 at an exercise price of $0.

Was the Toll Brothers (TOL) Form 4 transaction an open-market trade?

No. The Form 4 shows a transaction code M, indicating the exercise or conversion of derivative securities (restricted stock units) into common stock, rather than an open‑market purchase or sale.

How many Toll Brothers (TOL) shares does Derek T. Kan own after this Form 4 transaction?

After the reported transaction, Derek T. Kan directly beneficially owned 6,388 shares of Toll Brothers common stock, according to the Form 4.

When did Derek T. Kan’s restricted stock units in Toll Brothers (TOL) vest and settle?

The footnote states that the restricted stock units vested 100% on December 19, 2025, and that settlement of 100% of these shares occurred on January 19, 2026.

What derivative security is disclosed in this Toll Brothers (TOL) Form 4?

The Form 4 lists restricted stock units as the derivative security. 1,548 restricted stock units were converted into 1,548 common shares, leaving 0 derivative securities of this grant beneficially owned afterward.

What is Derek T. Kan’s relationship to Toll Brothers (TOL)?

The reporting person, Derek T. Kan, is identified in the Form 4 as a director of Toll Brothers, Inc.