Toll Brothers (NYSE: TOL) director settles 1,628 RSUs into common shares

Rhea-AI Filing Summary

Toll Brothers director Wendell E. Pritchett reported the vesting and settlement of restricted stock units into common stock. On January 19, 2026, 1,628 restricted stock units were converted to 1,628 shares of Toll Brothers common stock at an exercise price of $0, reflecting the settlement of previously granted equity awards. The filing shows that these restricted stock units had vested 100% on December 19, 2025, with share settlement occurring on January 19, 2026. After this transaction, Pritchett directly owned 15,139 shares of Toll Brothers common stock.

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^*

Pritchett Wendell E.

(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		1,628	A	$0	15,139	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			1,628	12/19/2025(1)	12/19/2025	Common Stock	1,628	$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).
** 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

What insider transaction did Toll Brothers (TOL) report for Wendell E. Pritchett?

The company reported that director Wendell E. Pritchett had 1,628 restricted stock units converted into 1,628 shares of Toll Brothers common stock on January 19, 2026, at an exercise price of $0.

When did the restricted stock units for Toll Brothers (TOL) director Wendell E. Pritchett vest?

The filing states that these restricted stock units vested 100% on December 19, 2025, with shares delivered on January 19, 2026.

How many Toll Brothers (TOL) shares does Wendell E. Pritchett hold after this Form 4 transaction?

Following the reported transaction, director Wendell E. Pritchett beneficially owned 15,139 shares of Toll Brothers common stock, held directly.

What was the price per share for the restricted stock unit conversion reported by Toll Brothers (TOL)?

The Form 4 shows an exercise or conversion price of $0 per share for the 1,628 restricted stock units that settled into common stock on January 19, 2026.

What transaction code was used in the Toll Brothers (TOL) Form 4 for Wendell E. Pritchett?

The transaction is reported with code M, indicating the exercise or conversion of a derivative security (restricted stock units) into Toll Brothers common stock.

Is Wendell E. Pritchett a director or officer of Toll Brothers (TOL)?

According to the Form 4, Wendell E. Pritchett is a director of Toll Brothers, Inc. and is not listed as an officer or 10% owner in this filing.